Horriblemind
by Detective88
Summary: Dr. Horrible turns to the side of good after falling in love with a beautiful reporter Penny and the new hero he creates becomes evil.
1. The Cast

It's Raina again. I have another story that Got me interested on doing after reading Emmydisney17 and trachie17's parodies of "Megamind". Also, I finally have a main role for the main couple after seeing "Dr. Horrible's Sing-a-Long Blog". I don't own "Dr. Horrible's Sing-a-Long Blog", "The Lorax(2012)", "The Modifyers", "The Incredibles", etc.

Summary: Dr. Horrible turns to the side of good after falling love with a beautiful reporter Penny and the new hero he creates becomes evil.

* * *

**Horriblemind**

**The Cast**

Megamind...Dr. Horrible(Dr. Horrible's Sing-a-Long Blog)

Roxanne Richi(Megamind's love interest)...Penny(Dr. Horrible's Sing-a-Long Blog)

Extras with Penny...Ted and Audrey(The Lorax 2012), Iago(Aladdin), Bartok(Anastasia and Bartok the Magnificent), Screwy Squirrel(Screwy Squirrel), Agent Xero and Mole(The Modifyers)

Metro Man...need help

Hal/Titan(Tighten)...Syndrome/Buddy Pine(The Incredibles)

Minion...Moist(Dr. Horrible's Sing-a-Long Blog)

Bernard...Billy(Dr. Horrible's Sing-a-Long Blog)(for this story, he and Dr. Horrible are two different people)

The Warden...need help

Megamind's Brainbots...need help

The Mayor...The Mayor of Townsville(The Powerpuff Girls)

* * *

Here you have it. Read and Review.


	2. Chapter 1: The Very Beginning

Here is the first chapter to the story.

* * *

**Chapter 1: The Very Beginning**

**Detective88 Stories Presents**

"**Horriblemind"**

**Starring**

**Neil Patrick Harris as Dr. Horrible and Billy**

**Felicia Day as Penny**

**Hamilton Camp(May he rest in peace) as Gizmoduck**

**Jason Lee as Syndrome**

**Zac Efron as Ted Wiggins**

**Taylor Swift as Audrey**

**Wally Mahr(may he rest in peace) as Screwy Squirrel**

**Gilbert Godfried as Iago**

**Hank Azaria as Bartok**

**Mae Whitman as Agent Xero**

**Jeff Bennett as Mole**

**Tom McGrath as Skipper**

**Tom Kane as the Mayor**

* * *

We see a nice sunset as a man in Neil Patrick Harris's voice starts to narrate.

"_Here's my day so far, I went to jail, lost my best friend along with the girl of my dreams. I even got my butt kicked real good. Well things couldn't be any worse could it?"_

Then the person who was narrating this was falling. He was a man with dirty blonde hair, a white labcoat, goggles and black gloves. He was trying to reach a gun as he was falling to his doom.

"_Oh...that's right...I'm falling to my death. Guess they can't. How did this all come to this? Well, my end starts at the beginning...the very beginning!"_

* * *

A flash appears before we flash back to everything before what the man was narrating. Now we see a baby with goggles, and dirty blonde hair and he wore white footie pajamas.

"_Yes, that's me."_ The voice said. _"I had a fairly standard childhood. I came from what you might call a broken home." _

The baby was then picked up by his mother who had long dirty blonde hair and she and her husband, the baby's father(who resembled a little like the man from earlier except with a mustache) ran to a little space pod because the home they're living in was breaking apart and an alarm was sounding off.

"_Literally broken." _the voice said. _"I was only 8 days old and still living with my parents. How sad is that? Clearly, it was time for me to move on." _

The baby's parents who are sad to let their baby go, put him in a space pod, so that way he'll escape and be safe somewhere else.

"Here is your minion." said the mother giving the baby a hamster. "He would look after you." (A/N: In this parody Moist will be a shapeshifter which means he can turn into anything and a human again at any time).

"And here is your binky." The father said as he gave the baby his pacifier. "You are destined for..."

The ship closes leaving the baby confused.

"_I hadn't quite heard that last part, but it sounded important. Destined for...what?" _The voice said.

The ship took off and zoomed off into the galaxy out through a black hole. In turn, another space pod zoomed out of the same black hole.

"_Turns out somebody got the same idea." _the voice narrated.

The other ship hit the ship making the baby bounce around the pod until he hit the window. The baby then glared at the other baby who was a humanoid duckling with silver footie pajamas and a wheel for feet.

"_That was the day where I met Mr. Goody Two-Shoes."_ said the voice.

The other baby across from him blew a raspberry at him before he put the pacifier back in his mouth and the two ships went straight to Earth.

"_And our glory rivalry was born!"_ the voice said.

As the two rockets zoomed downwards, the baby looked down and saw a huge mansion and smiled.

"_Was this my destiny? A life filled with luxury?" _

Before the rocket landed, it crashed into the ship causing the escape pod to change coarse while the other ship landed inside and nestled presents near a Christmas tree where a man named Donald Duck and his wife Daisy Duck. But for the outcast scientist baby, I'm sorry to say that it was headed for the city jail.

"_Apparently not." _

Meanwhile, Daisy walked up to the rocket and latch opened, revealing the baby duck who winked at her. "A baby! How cute!" Daisy said as she observed the baby. Donald was reading the paper, "Uh, yes, I saw it and thought of you."

* * *

Back at the prison, the escape pod opened up to reveal the baby and she looked at the prisoners around her.

"_It was nice to have found a place where I could call home."_

One of the prisoners looked at the baby. "Can we keep it?" the prisoner asked.

* * *

Later, the baby was being taught by three villains, Armando, Tipa and Marcel on what's right and what's wrong. Or the other way around. Marcel held up a card and showed it to the baby and she shook her head "yes" and the baby followed her. Marcel then showed him a card that had a picture of a police man and he shook his head 'no' and the baby followed him.

"_I was given a name. A real good name: Billy." _

Then the baby drew his name on the floor with a crayon.

"_Mr. Goody-Two-Shoes also got a name: Fenton Crackshell! And he had life handed to him on a silver platter."_

* * *

At the Duck house, Fenton was flying around while Daisy held onto him.

"Our baby Fenton can fly, Donald!" Daisy said to Donald who is still reading the paper.

"Yes, nothing for the best of you...darling..." Donald said, not really looking up to see the two fly. Baby Fenton flew around the living room.

_"The power of flight, unbreakable bones and a great wheel instead of feet."_

* * *

Back to Baby Billy

_"But I had the power of inventions and making diabolical machines."_

With Moist now a 2 year old boy by his side, baby Billy rode his bike that he handmade down the halls with some prisoners behind him. He punched through the walls and watched the walls crackle and finally eventually break. They are finally free, but suddenly baby Billy was stopped by the warden, a serious looking penguin named Skipper and he shot him an angry look.

* * *

7 years later and Billy grew some more before he went on a bus.

"_After a few years-and with some time off for good behavior-I was given an chance to better myself at a place called "school.""_

At a little red schoolhouse, Billy who is now wearing a white shirt, blue pants and brown shoes walked in. He then saw Fenton, now wearing a purple shirt, black pants and a blue baseball cap. He was spinning the teacher's desk with the teacher, Fantine on it.

_"There I crossed paths with Mr. Goody Two Shoes who had already won everyone's attention with his powers."_

When we see Billy and Moist(who had just transformed into a cat) look a bit offended when they saw the looks that everyone was giving to them.

_"Not only did Fenton had the power of flight, but he had tremendous strength and great hair."_

Fenton took a popcorn thing and used his lazer from his eyes to pop popcorn out for everybody, making them cheer while Billy smiled at that.

"_That's when I had an idea! If I could make this popcorn, I could win them over with my intellect."_

* * *

Billy was drawing in her cell, thinking of what she could do to win over her classmates and Moist was watching her.

"Lights out." Skipper exclaimed as he was walking Billy's cell and the lights turned off. After Skipper left Billy's cell, Billy used a light from his binky and Moist was fast asleep.

* * *

The next day, Moist(in human form) did a little dance before he took out a ray gun and gave it to Billy who popped the popcorn, but it caused a fire instead. Fenton grabbed Billy and put him in the corner for a time-out before going to the fire, put it out with his water powers and getting a star from Fantine.

"_That's when I learned a hard lesson. Good gets all the glory while the bad gets sent to time out in the corner."_

* * *

Later, all the students and Fantine were in a circle singing "Itsy Bitsy Spider" and Billy was in a corner with Moist as he was fiddling with water in a glass.

_"While they were learning "The Itsy Bitsy Spider. I learned how to dehydrate animate objects and rehydrate them at will." _the voice narrated as Billy used his ray gun and dehydrated Moist until he was a cube. He then took the cube and put it in a glass of water, hydrating and transforming Moist back to normal. _"Sometimes it'll figure like it would be Moist and I against the world."_

* * *

They then started to play dodgeball and Billy was picked last, making her the target. And he lost...again...as always.

"_No matter how hard I try. Iw as always the last one picked. The black sheep and everyone teased and picked at me."_

* * *

The next day, Billy used some weapon helmet to make the balls miss him, but unfortunatley cause a bit of destruction and knocking Skipper and the penguins out from the jail. One ball broke a window and the other was about to hit Fantine, but Fenton came in just in time and blocked it. Later, he had just sent Billy to the corner and got another gold star from Fantine.

"_Was this my destiny? Maybe it was! After all, being bad is the one I'm good at! So if I was the bad boy, then I am going to be the baddest boy of them all."_

With that, Billy grabbed some chemicals and beakers. A few minutes, the school was covered in purple powder and smoke and Billy was sent on the bus back to jail.

"_I was destined to be an evil genius! And we were destined to be enemies."_

Fenton, covered in the powder blew a raspberry at Billy and took his schoolhouse along with Fantine and the other students to somewhere far away. Now we see Fenton and Billy as adults in the newspaper.

_"And that was the start of an epic lifelong career and boy, did I love it! He would win some battles, I would almost win others. Fenton took on the name Gizmoduck, defender of Cartoon City, and I took a more humble and sophisticated name: Dr. Horrible! The most evil incredible master of all villainy!"_

* * *

End of Chapter 1

Sorry about the long procrastination on this. Anyways, the reason why Dr. Horrible is called Billy at this moment was because since he and his alter ego are two separate people, I thought it would be great if in the movie Megamind's real name would be Bernard, like the curator that happens to be later in the film. Anyways, read and review.


	3. Chapter 2: Dr Horrible's Escape

Here is the chapter where Dr. Horrible escapes and kidnaps Penny, her sisters and their friends.

* * *

**Chapter 2: Dr. Horrible's Escape**

In the present, Skipper was walking down the halls of the prison. They walked past a bird named Mordecai.

"Read on your own time." Skipper snapped at him. "Open up!" As Skipper went to a cell, which is the cell where Dr. Horrible is kept for many years, the window to the cell opened up. The chair turned...but no one was there.

"Boo!" a man shouted, scaring Skipper. It was a man with dirty blonde hair, goggles and he wore orange prison clothes; he's Billy or by his alter ego Dr. Horrible, and he's now 24 years old. He laughed as he sat on his chair, "Good morning, Warden. Good news: I've changed and I'm ready to reenter the outside world as a changed man."

Skipper wasn't buying that crud. He know that was just a ploy for Dr. Horrible to escape and cause mayhem just like what happens every time.

"You're a villain and you'll always be a villain. You'll never change, nor will you ever escape." Skipper said.

"You're fun." said Dr. Horrible.

The penguin showed the villain a present and said, "You got a present in the mail."

"Is it a hand grenade?" asked Dr. Horrible. It wasn't a grenade at all, don't ask. Instead, the present was a fancy looking watch with a note, "From Gizmoduck," Skipper read before he read what the note said, " "To count every second of your life long sentences." I didn't know Gizmoduck could be a gloating type..." He then looked at the watch with a smile and said, "But he does have such taste. I think I'll keep it."

"Any chance you could give me the time?" asked Dr. Horrible. "I don't wanna be late for the big opening of the Gizmoduck museam."

Skipper looked at the watch and said, "Oh no, looks like you're going to be late. For the next million years." Then he left.

"Oh am I?" Dr. Horrible asked. Then he started to laugh evilly for it all was gonna go according to plan.

Meanwhile in a red Ferrari moved around as a little screen with the image of the watch read "Disguise Generator Activated", a finger pressed the set of button that glowed, "Stealth mode" as a female voice on the radio said, "Happy Gizmoduck Day, Cartoon City!" the then now invisible car zoomed down the street and we move on to see the sky high view of Cartoon City where everyone has gathered to see the opening of a museum dedicated to their superhero guardian who saved the day numerous times who everyone knows as "Gizmoduck.""

* * *

"It's a wonderful day in wonderful downtown where we're here to honor a wonderful man, Gizmoduck." Next we see who the voice belonged to. It was a young 22 year old woman with red hair, blue eyes and she wore a printed dress under a orange sweater and she had white stockings and black shoes; she's Penny, the reporter of this story.

With her were three kids, a bat, a parrot, a robot and a squirrel. The first kid was a 10 year old girl with long pink hair with an orange streak, a black headband, blue eyes, a white dress with a black belt, white boots, and a pink ring on her finger; she's Agent Xero, Penny's younger sister.

The second kid was a 14 year old girl with long orange hair, green eyes, a green shirt with a yellow overall skirt and green shoes; she's Audrey, Xero's older sister and Penny's middle sister.

The third and final kid was a 13 year old boy with messy brown hair, blue eyes and he wore a white shirt under a orange/red striped shirt, blue jeans and sneakers; he's Ted Wiggins, Audrey's boyfriend.

The parrot had red feathers and he had a yellow beak and feet and blue tips on his tail feathers; he's Iago.

The bat had white fur and pink ears, hands, eyes and feet; he's Bartok.

The robot looked a little like a lunchbox with blue all over, black arms and legs and a red letter "M" on his tummy; he's Mole, Xero's partner in crime.

The squirrel had orange fur with white fur on his muzzle with a bit of peach on it, buck teeth with one golden and a tuff of blonde hair; he's Screwball "Screwy" Squirrel.

"Like a cyborg flying through cyberspace, Gizmoduck had always came through for all of us, watched over us with is supervision and cared for us with his superheat." Penny said to the TV camera. "Now it's our turn to give him something back. This is Penny reporting live from the Gizmoduck museum."

Penny's camera man was a 25 year old man with freckles, red hair, a blue/white shirt, blue pants and shoes, Buddy Pine, stopped roling and said, "Wow, the dumb things they make people say is really dumb."

"Penny wrote it herself." Mole said, making Buddy make an "oops" face.

"Whoops! What I meant to say was that...it would have been so dumb for those people to not let...other people's creation of art and speech be heard by others."

"Nice save, Buddy." Penny said.

Actually, Buddy has a crush on Penny and he'll do anything to get Penny to go out with him. "So how about we go on the road and get some grub?" Buddy said to Penny.

"Come on, it's time to get into the Gizmoduck spirit." said Penny.

"Well, if I were Gizmoduck, Dr. Horrible wouldn't be kidnaping you a lot." said Buddy. True, Penny was the usual target for Dr. Horrible in order to get Gizmoduck to fall into one of his traps. "I'd be watching you like a dingo watches a human baby." This made Penny and the others creeped out. "Okay, that was weird."

"It is." said Audrey disturbed. Buddy kept on talking while unknown to the reporter girl and the others, the invisible car Moist is riding. Just then, a hand came and sprayed knock out spray at her face and Penny fell asleep. He then pulled Ted, Audrey, Xero, Mole, Iago, Screwy and Bartok inside and the window rolled up and the drove away.

Obvious to what happened, Buddy kept talking, "-I'm not saying that I love you-you know I love you, okay?" He then turned to face Penny and the others, but they were gone. "Penny? Ted? Audrey? Guys?"

* * *

Back in the jail, Skipper was walking down when the watch aka the disguise generator scanned her and in seconds, turned into Dr. Horrible. "Get back to work!" Skipper scolded two of the guards, Private and Kowalksi. "The city doesn't pay you boys to be lazy." Kowalksi and Private who thought Skipper was Dr. Horrible ran up to him and shocked the penguin. Then they dragged him back to the containment where the real Dr. Horrible was waiting for them when he crept away, he took the watch and Skipper turned back into himself. "No, you fools..." the dazed leader penguin told the commerades, "He tricked us..."

"You're right, Skipper." Dr. Horrible said as he turned into Skipper, "I'll always be a villain." he laughed evilly and the door closed, leaving the real Skipper, Kowalksi and Private shocked.

* * *

Outside, Dr. Horrible walked outside the jail, free as a bird.

Dr. Horrible waved at a guard Rigby and he waved back, not knowing that this was an imposter of the warden, then he smiled and the invisible car pulled forward, then a door opened to reveal Moist(human form), grown up.

"Well, sir, need a ride?" asked Moist.

"Sure do, you fantastic shapeshifter, you!" Dr. Horrible, still in his Skipper disguise, said.

"Oh, get in you." said Moist and Dr. Horrible hopped in and shouted in happiness as the car zoomed away, "I'm free!"

The villain turned back into himself and said, "Nice work, sending me the watch."

"No problem." Moist said and then Dr. Horrible said, "You got the girl?"

"Yep." said Moist. "And I've got her sisters and their friends." He pointed to the back seat where Ted, Audrey, Bartok, Mole, Xero, Screwy and Iago was, tied up.

"Let us out!" Iago screamed.

"Nice work." Dr. Horrible said. "Now...to the hideout!"

* * *

End of Chapter 2

Dang! Dr. Horrible has kidnapped Penny and the others. The next chapter is where we meet Gizmoduck and a shocking part. Read and Review.


	4. Chapter 3: Rise and Fall of Gizmoduck

Here is where we meet Gizmoduck for the first...and last time.

* * *

**Chapter 3: Rise and Fall of Gizmoduck**

We are now seeing a seemingly normal wall when a huge powerful force crashes it leaving a hole in the middle and one responsible for it was a humanoid duck with a wheel for feet a white suit, black gloves, a white helmet with marks and purple eye clover. This was Gizmoduck or Fenton Crackshell, Dr. Horrible's numero uno enemy.

"Hello, Cartoon City! Put your hands in the air!" he cried as the huge crowd cheered widly. Gizmoduck danced around.

The Mayor of Townsville then said, "Ladies and Gentlemen, your Gizmoduck!"

The said super took flight and asked the crowd, "Who's the duck?"

"Gizmoduck!" the crowd shouted as they could, adoring their hero.

Then he flew over the crowd and high-fived some hands, juggled some babies and gave them back to their mothers. The mayor tossed the mike to the superhero and he spoke and said, "Hey, Cartoon City. Everyone cheered llike crazy! Girls were squealing, eve two policemen who shot their guns off like noisemakers.

"Okay, everyone, let's bring it down a bit." Gizmoduck glided towards the crowd, "And that includes you. Thanks." He hovered over the crowd as he said, "Now if you don't mind. I like to say something." As he did, a girl named Paulina kissed his wheel. "I do love this gift, a museum dedicated after me, but do you know what really, really makes me happy?" He said as he soflty slid on the pond. "It's letting me protect you, the helpless people of Cartoon City...and as everyday ends I find myself asking myself, "What would I be without you""

"I love you, Gizmoduck!" said a random citizen.

"And I love you, random citizen!" said Gizmoduck. He laughed, spun around and then flew back into the air, sending the water at his wheel flying. Nothing can spoil this moment...or so they thought.

* * *

Meanwhile, Dr. Horrible and Moist's car stopped at a dark techno like area where everything was filled with used inventions and what not. Moist transformed into a gorilla and carried Penny and her troupe. Then two robots called Centurions dropped a curtain around Dr. Horrible as he changed out of his jailsuit and back into his normal clothes consisting of a shirt, black pants, and shoes under a white labcoat and purple gloves.

"How do I look, Moist." asked Dr. Horrible asked.

"Disgustingly horrible, sir." said Moist. The Centrions appeared as Moist said, "Looks like they all missed you."

"Who's a good baby?" Dr. Horrible cooed at the robots in baby talk, "Who's a good widdle baby waby?" then one of the robots tried to zap Dr. Horrible's, but he snatched his hand in time, "Ah, ah, ah, no zapping." Then Dr. Horrible took a garbage load of scraps and other metal junk. "Here are your snackies." the robots smiled and went off carrying the garbage can with them.

"They're so cute at that size." said Moist as he moistened up the floor.

"Now back to evil laughing..." said Dr. Horrible. He and Moist then started to laugh evilly and laughing all the way to the top of the lair which is decorated like a observatory. Then Penny, whose head is in a sack, started shouting.

"She's awake!" Moist said.

"Quick! To your places." said Dr. Horrible. He hopped to his chair and moistened one of the a Centrions to bring him a mechanical cat into his lap...to parody James Bond's villains.

Then Moist removed the bag from Penny's head as Penny gasped for air. Moist then put Iago, Bartok and Screwy in bird cages, tied up Ted and Audrey in one chair and tied up Xero and Mole on a pole(one of those flagpoles they stolen).

Dr. Horrible turned his chair to the group, revealing himself, petting the 'cat', "So...Miss Penny, we meet again."

"Would it kill you to wash the bag?" asked Penny. She has been kidnapped so many times, she's not fazed by anything anymore.

"Scream all you want, girl, but nobody can hear you." Dr. Horrible waited for Penny to scream, but nothing. "Why isn't she screaming?"

"Well, girl?" asked Moist to Penny, "Scream for him!"

"Like this: AAAAAAAAAHHHH!" Dr. Horrible screamed like a terrified person.

"Yawn." Ted said sarcastically.

Then the mechanical cat bit Dr. Horrible's hand making him scream for real as he tried to get the 'cat' off him.

"That sounded a lot better." Penny said.

"Oh sure, now he screams like a girl." Iago sarcastically remarked, making Xero, Bartok, Screwy, Ted and Audrey laugh so hard.

"Didn't you own a blog?" said Screwy, confused.

"Yes." said Dr. Horrible.

"Then do you guys have a nerdy website where you get coils and torture spikes?" Penny asked.

"Truth is..." Moist started, "Most of it come an outlet store in-"

"Don't you dare finish that sentence." Dr. Horrible ordered, then as Moist transformed to normal he whispered to Penny, "Transylvania."

"Moist!" shouted Dr. Horrible.

He rolled over to the two and said, "She's using his nosy reporting skill on that moist head of yours to find out our secrets."

Moist gasped, but his friend grinned, "Such a plan won't work on me."

"Talk a little slower." Penny whispered.

"Tempter." said Dr. Horrible.

"Come on!" Iago screamed. "I got a wife and three eggs waiting for their papa! COME ON! OPEN THE CAGE!"

"And I have a girlfriend waiting for me!" Bartok joined in. "Come on!" Dr. Horrible, Moist, Penny, Ted, Audrey, Xero, Mole and Screwy rolled their eyes.

"Enough!" Dr. Horrible shouted, making the parrot and bat stop.

"Don't worry, guys." Penny told them. "He's so predictable."

"Predictable?" asked Dr. Horrible. He then pulled a lever and said, "You call this predictable?" Then the ground opened up to reveal alligators.

"Your aligators, yes. We were thinking about that on the way over." said Penny, unimpressed.

"This is gonna be harder than I thought." thought Dr. Horrible. Then he pulled another lever and a huge loaded gun aimed straight and the eight and said, "Boom! In your face!"

Once again, they weren't fazed. "Cliche." said Screwy.

"Oh yeah?" asked Dr. Horrible. "Take this!"

He pulled another switch and set a razor sharp spinning spikes dangerously over the captives' heads, but they didn't flinch.

"Juvinile." Audrey said.

"Shock and awe!" said Dr. Horrible as he made razor sharp blades appear next to the captives.

"Tacky." said Iago.

"OH, IT'S SO SCARY!" Dr. Horrible shouted, now desperate to make Penny and her friends scared as he made a wheel with shoes appear from behind to kick the captives.

"Seen it!" Mole said.

"What does this one do?" Dr. Horrible asked, unleashing a flamethrower.

"Garish!" Ted said.

Dr. Horrible sighed in defeat before Penny said with a smirk, "The spider's new."

"Spider?" asked Dr. Horrible. He turns to see that there was a spider dangling in front of Penny. "Oh, yes the...spee-ader. Even the smallest bite of arachnus deathicus will instantly paralize..." Penny smirked and blew the spider on Dr. Horrible's eye. Then Moist accidentally knocked him to the ground, "AAAAH!"

"Give it up, Dr. Horrible, your plans never work." said Penny.

Dr. Horrible got up and said, "Let's just stop yapping and call your boyfriend with no legs and shining armor, shall we?"

* * *

Back at the ceremony, everyone cheered as Gizmoduck took a bow, "It's a great pleasure that I present Gizmoduck with this new museum." The mayor said and then he turned to Gizmoduck and said, "If you please."

The super nodded and used his heat vision to break the red ribon making the large cape fall down to reveal a statue of Gizmoduck and everyoen cheered. Among the crowd, Max Tennyson and his grandson, Ben Tennyson tried to see the statue, but a person in a brown coat and black hat blocked their view.

Max tapped the person's shoulder as he said, "Excuse me, my grandson can't see."

Suddenly, the person turned around, but it wasn't a person. It was a Centurion! More Centurions appeared and one of them carried a camera shaped like a telescope which grew bigger just as black smoke filled the sky. The Centurion went over to Gizmoduck and turned on the cmaera and two pictures of a certain villain appeared laughing.

Gizmoduck flew up and glared, "Dr. Horrible!"

In a mocking tone, Dr. Horrible clapped and said, "Oh, bravo, Iron Waddle."

Everyone booed at Dr. Horrible and he booed everyone back, "Boo! That's right, I can boo too. Boo!"

"I should've known you would try to crash the party." Gizmoduck said.

"I'm gonna do so much more than crashing." Dr. Horrible said, "This is the day that you and Cartoonity will never forget!"

"It's pronounced "Cartoon City"" The hero corrected.

"Oh, potato, tomato, potato, tomato..." said Dr Horrible as he pouted and crossed his arms.

"We all know how this ends: with you behind bars!" said Gizmoduck.

"Oh, I'm shaking in my custom baby seal leather boots!" He pointed at his boots as he said that. He then said evilly, "YOU will leave Cartoonity! Or this will be the last you ever hear of..." He then showed the image of Penny and the others, still tied. on the other screen, "Penny and her little circus troupe!"

"We're not a circus troupe! Xero and I are her sisters." Audrey said.

Gizmoduck gasped then he said, "Don't panic, guys. I'm on my way!"

"We're not panicking." Penny said.

"But we can't say the same about Mole, Iago, Bartok or Screwy." Xero said as Iago, Bartok, Mole and Screwy struggled not to panic but couldn't take it anymore.

"SAVE ME! SOMEBODY SAVE US! MOOOOOOMMMMMMYYYY!" Screwy screamed.

"Shut up!" Moist said to them, but most of them didn't.

"In order to stop me, you'll have to find me, Iron Waddle." said Dr. Horrible.

Then Penny quickly said, "We're at the abandoned observatory."

"Aha!" Gizmoduck said as Dr. Horrible yelped and changed the image back to his's.

"No we're not." said Dr. Horrible. "Don't listen to her, she's crazy."

Too late. Gizmoduck took to the skies and flew past the smoke clouds and high to the top of the city. He looked around and saw the old weathering away farmhouse and barn he zoomed past buildings and cranes to the observatory.

* * *

Back at the lair, Moist saw the super hero coming on one of the monitors. "The Microwave is coming!"

"Ha!" Penny laughed.

"Ha-ha!" Dr. Horrible said.

"Ha-ha-ha!" Penny laughed again.

Dr. Horrible smiled and laughed evilly as he pulled a lever and made all the devices that he tried to scare Penny with disappear making the captives wonder.

Gizmoduck targeted the observatory and dove down to save Penny and the others from the villain.

Penny and the crew felt like their hero was going to burst in and Bartok said, "Brace yourself. This is my favorite part of this kidnapping thing."

* * *

Finally, Gizmoduck crashed through the metal and landed...but where was Penny, Xero, Audrey, the crew and the villain? The only thing he saw was an X on the ground. "Hold on a second." he said.

* * *

Back at the lair, Penny, Audrey, Ted, Xero, Mole, Iago, Bartok and Screwy were confused.

"What gives?" Mole said.

"Where's Gizmoduck?" Bartok asked.

"Oh me, oh my." said Dr. Horrible as he pushed a button that showed the hero in the observatory and opened a window showing the real observatory.

"You didn't think you were in the real observatory, did you?"

Penny and the others gasped.

"You tricked him?"

"Why else? How horrible can I be?" Dr. Horrible said. He then said, "Moist, ready the Death Ray!"

"You got it, boss!" said Moist as he pulled the lever.

* * *

In outerspace, the ray opened up and charged ready to be shot at will.

* * *

As Gizmoduck tried to finger out what was going on, the camera turned on and Dr. Horrible's voice said, "Over here!" Gizmoduck turned and saw Dr. Horrible. "In case you didn't notice, you've fallen right into my trap."

"No one can trap justice." said Gizmoduck. "It's just an evil idea or belief!"

"But even the most heartfelt belief can be crushed over time." said Dr. Horrible.

"Justice is a never-crushing gem!" Gizmoduck said.

"But gems can also be broken by the hammer of Revenge!"

"Well revenge is best served cold!"

"But it can be recheated again in the baking oven of evil."

"Then I think your warranty is about to expire!"

"Maybe I've got an extended warranty!"

"Warranties are invalid if you don't use the product for its intended purpose!"

"Girls, girls, you're both pretty. Can we go home now?" Penny asked, trying to butt in.

"Yeah." Screwy said. "Minnie Hotcha, my girlfriend's preparing some nut pie for me."

"You can go." said Dr. Horrible, "That's if Gizmoduck can survive the mind-blowing power of my death ray!" Then he pointed to Moist and ordered, "FIRE!"

Gizmoduck and Dr. Horrible waited...and waited...and waited, but nothing happened.

With a sigh, Dr. Horrible trudged to the shapeshifter as he said, "Moist? Fire?"

"It's still warming up." said Moist.

"Warming up? The sun is warming up?" Dr. Horrible said in disbelief.

"Just one more second and..."

* * *

Back at the ceremony, everyone was getting bored and the mayor checked his watch as Moist said, "Just a tippy-tippy-tippy-tap more and..."

"Honestly!" Dr. Horrible cried out in anger.

"And we're ready in just a moment..." Moist said. Dr. Horrible facepalmed himself and said, "I told you once, I told you a million times!"

"Why do you always blame me?" asked Moist, both unaware that Gizmoduck was trying to fly but was mysteriously falling instead. This caught Dr. Horrible's eye and said, "Ah! My spider bite is acting up."

"Just admit it, Dr. Horrible, your plan is failing!" said Penny.

"Good luck with that." said Moist.

"Who's side are you on?" Dr. Horrible asked.

"The losing side." said Moist, Ted, Audrey, Xero, Mole, Iago and Bartok in unison.

"Can someone stamp my Constant Capture by Mad Scientist card?" asked Penny jokingly.

"You're so funny, my dear." Dr. Horrible. "only you of all people would know that we stopped making those jokes." then he turned to leave and said, "Bye-bye."

"Same time? Next week?" asked Penny asked.

"But can you leave us be...NEVER!" Ted asked.

Suddenly, they heard Gizmoduck groaning in pain. dr. Horrible stopped and asked, "What did he say?"

Moist shrugged as they saw Gizmoduck trying to fly again, only to fall down as the countdown finally started, "10 seconds to full power."

"I'm trapped." Gizmoduck said.

"What are you talking about?" Dr. Horrible asked.

"You mad doctor!" said Gizmoduck. "Your evil talent has finally paid off."

"It has?" asked Dr. Horrible. What is he talking about?

"This place is covered in glass!" said Gizmoduck.

"So?" the horrible doctor said.

"Boss." Moist asked as the ray was ready to fire.

"Glass...drains...my powers..." Gizmoduck coughed, looking very tired.

"Glass? Your weakness is glass?" asked Dr. Horrible. "You're kidding, right?"

Suddenly the ray hit and a very powerful blast hit the decoy observatory so hard that the blast send Dr. Horrible and Moist to the floor while their captives got dirty and wild hairdos. After recovering both shapeshifter and mad scientist looked at the huge fires and Moist said, "I don't think Gizmoduck could survive that."

"Well, let's not give our hopes up just yet." said Dr. Horrible.

Then Moist saw something and said, "Look!" something flew out of the explosion and saw soemthing heading towards them. "Gizmoduck.

Penny and the others said, "Gizmoduck."

Dr. Horrible looked until he suddenly realized what's gonna happen next, "GIZMODUCK!" Moist screamed and scrambled for a place to hide as they heard the armor go closer and closer and landed right on Dr. Horrible. It was Gizmoduck's armor. When he removed the helmet, a skull was there instead.

"AAAAAAAAAAHHHH!" Dr. Horrible screamed as he dropped the skull and scrambled from under the skeleton. The crew gasped and Bartok dead fainted.

Moist couldn't believe it, "You...you did it, pal."

"I did it?" asked Dr. Horrible in shock.

* * *

At the ceremony, no one could believe what they just seen. "He did it." said the Mayor in shock.

* * *

Back at Dr. Horrible's cell, the TV just shown as Skipper and the Penguins gasped.

"I did it?" asked Dr. Horrible.

"He did it." Skipper said. "Hoover Dam."

* * *

"You did it, boss." said Moist happily as a smile formed on Dr. Horrible's face.

"I did it! I DID IT!" he cheered as he hugged Moist. "I DID IT! CARTOONITY IS FINALLY MINE!"

* * *

End of Chapter 3

Oh no. Not good. The next chapter is where Dr. Horrible takes over the city, only to grow bored of it after a while. Read and Review.


	5. Chapter 4: Dr Horrible's Takeover

Here is the chapter where Horrible takes over the city.

* * *

**Chapter 4: Dr. Horrible's Takeover**

That night, everyone still at home locked their doors and windows now that Gizmoduck's gone and dead. No one was happy that night except for Dr. Horrible and Moist who were marching down the street to the mayor's place.

Then Dr. Horrible said, "Now, hit it!"

Moist turned into a robot with a built in radio and turned it on as the song "Highway to Hell" by AC/DC played and Dr. Horrible danced to it.

At the Mayor's home, everyone was scared as the police waited for the villain and their guns loaded, then the spotlight and smoke appeared and in a flash, Dr. Horrible and robot Moist followed by the Centurions arrived and the young villain shouts, "Drop them!" which the police do.

Dr. Horrible walks past the huge crowd, pinching the mayor's cheeks and climbs the stairs to a lot of interviewers and reporters gathered to hear what the villain will say. Dr. Horrible turned to Moist and signaled him to turn off the music. Moist flipped a switch, but instead of turning the music off, another song "Loving You" by Minnie Riperton.

Dr. Horrible stared at him as if to say, "Are you kidding me? Turn it off!" Moist continued trying to turn it off until he finally punched the button, shutting it off for good.

Dr. Horrible took a mike from a Centurion, blew into it and said, "First off, what a turn out! How wild is this, huh? All I did was destroy the most powerful hero in the world."

Among the crowd were Penny, Audrey, Ted, Xero, Mole, Iago, Screwy, Bartok and Buddy. Out of the group, Penny was the most angered.

"Are there any questions?" Dr. Horrible asked as Penny raised her hand. "Yes, you in the back."

"I'm sure we'd all like to know what you plan to do with us and the city." Penny said.

"Glad you asked." said Dr. Horrible. "Now picture the most horrible, terrible, pure thing you can think of. Then add it to the number 15! in the meantime, I want you to carry on with your...uh normal things you normal people do and I will get back to you!" Dr. Horrible went inside the building and Moist followed.

* * *

The door to the Mayor's office blasted open in a flash of red light and walking in was Moist carrying Dr. Horrible. He sang briefly.

Moist: _**Here he is. Mr. Evil Overlord!**_

Moist turned back to normal and set Dr. Horrible down. "Oh, Moist. Did you ever think that this day would ever come?"

"No way." said Moist. "Never ever and not in a million-" He was cut when Dr. Horrible glared at him. "I mean, yeah, I did."

They looked around the room and said, "Look at all the breath-taking moldings."

"I'm looking." said Moist, looking around. Then Dr. Horrible looked out the window and saw a view of the city.

"Look! It's like one of the glass force fields." said Dr. Horrible.

"It's a window." said Moist.

"Window?" said Dr. Horrible. He has spent his whole life behind bars so things like windows were new to him now that he has power. He walked up to the window and Moist asked, "Everyone's looking out of one."

He saw the world out the window and said, "I've never had a view before...Cartoonity, it's all mine." Then he teared up as said, "If only my parents could see me now."

"I'm sure they're smiling from evil heaven." said Moist.

"And now that Gizmoduck is gone for good..." said Dr. Horrible said as he took a sign that said, "Dr. Horrible" on the mayor's desk, "...I can have everything I want...**_AND THERE'S NO ONE TO STOP ME!"_**

* * *

First, Dr. Horrible and Moist started to paint grafitti all over the town. Next they, went grocery shopping...by stealing every painting from the museum. Finally, they robbed a bank and are now doing a pillow fight with the money as it flowed all over. Moist smacked Dr. Horrible in the face, and he passed out.

* * *

Days had passed and streets were deserted while trash flew in the air, past some shops and streets that had Dr. Horrible's name all over it in red paint. Now you think that now the city is at his knees, Dr. Horrible would have endless fun, right? Wrong! Dr. Horrible had used up all the evil things he cand o and now he was bored.

* * *

In his treasure room, Dr. Horrible just sulked as he saw a desk toy of a bird drinking water.

"I know, I know." he told the toys. "Always thirsty, never satisfied. I understand you, little bird...purposeless, emptiness, it's like a vacuums isn't it? What's yours like?"

Then Moist burst into the room, holding a statue like a guitar while singing.

Moist:_** Going off the rails on a crazy train, Dr. H!**_

"Hey, hey, hey, not now Moist." Dr. Horrible said as he got up and removed some stuck dollar bills from the arms. "I'm in the middle of a conversation."

"Something wrong, boss?" asked Moist.

"We have it all...but we don't have nothing. Everything is just so simple now." Dr. Horrible told him.

Moist just stared at him and said, "You just lost me."

"I mean...we did it right?"

"Well you did it. You made that point clear."

"Then why do I feel so melancholy?" Dr. Horrible said with a sad tone in his voice.

Moist noticed this and said with an idea, "How about tomorrow, we can go and get Penny? That's what really gets you going."

For a moment, Dr. Horrible smiled, but then he frowned and said, "Good idea, but without him...what's the point?"

"Him?" asked Moist.

"Nothing, Moist." Dr. Horrible said as he looked in the direction of the statue of Gizmoduck.

"Okay, I'll just be going now." said Moist as he walked away, "It's time for me to get a siesta."

* * *

That night, Dr. Horrible had just gotten out of the shower when he decided to watch TV. On air, was penny, wearing a black dress while her sisters and their friends could be heard crying in the background.

"He was always there fore us." said Penny. "Dependable. Perhaps we took him for granted or maybe we never realized how good we've had it until he's gone. We miss you, Gizmoduck, my friends miss you, Audrey and Xero miss you, I miss you. And I have one question for Dr. Horrible: Are you happy now?"

Dr. Horrible however wasn't happy as he looked out the window to see the museum and removed the hair towel from his head.

"This is Penny reporting from a city without a hero. Coming up next 'Are you ready to be a slave army? What you need to know.'"

* * *

At the museum, Penny did the 'cut' jesture and Buddy said, "And cut and give it to a child on Christmas!"

Penny sighed and turned to Audrey, Xero and the others who were crying.

"Why, Gizmoduck, why! Why did it have to be you! Why couldn't it happen to me!" Screwy sobbed. He sucked on a bottle, making the others stop crying and stare at him weirdly. Screwy noticed and smiled sheepishly before tossing the bottle away.

"What was that all about?" Ted asked.

"Uh...effect?" Screwy asked.

Penny slapped her face, "Let's go home."

Buddy wasn't sad, actually he was happy. Now that Gizmoduck was gone, he would have Penny all to himself.

"See you tomorrow, Buddy." said Penny.

"Penny, I'm having a party at my place. You should come, I've got a DJ, some dip, rented a bouncy house, it'll be fun." said Buddy.

"I don't know, Buddy." said Penny. "I don't wanna be around people right now and I've gotta drop Ted and Screwy home."

"Then how about it only you and me?" asked Buddy. Audrey and Xero made the no face. They hated Buddy because he was a jerk and a slob, plus Penny and Buddy? That will never happen.

"No way our sister is dating Buddy." Audrey said as Xero nodded. Lucky for them, Penny wasn't interested in Buddy.

"That's a nice offer, but-" she got cut off by Buddy, "I got a wedding photo guy, just in case something happens that would lead to like a memory." Buddy was trying to hook himself with Penny.

Penny just said, "No thanks. I've got some work here. Bye."

She turned to the others and said, "Let's go."

Buddy walked to the back of the van and got upset, "What was I thinking?" He said as he kicked the van. "Rented a bouncy house? Chicks don't like bouncy houses, they like clowns!" he punched the van and held his hand in pain, "Stupid van!"

As the van sped away, Mole asked, "Was Buddy asking you...to a party?"

"No, he wants to spend more time with me." said Penny.

"That guy is bad news, Penny." Xero said. "Watch."

"Xero, you really need to stay home more often." Penny said.

"It sounds more to us that he's trying to ask you on a date." Ted told her.

"That, Ted, would be a nightmare." Penny said, making everyone laugh.

* * *

End of Chapter 4

The next chapter is where Penny and the others head to the museum and meet Dr. Horrible who has taken on a new alter ego. Read and Review.


	6. Chapter 5: Penny meets 'Billy'

Here is the chapter where Penny and the crew meet Billy and...'Billy'? Well, read and review.

* * *

**Chapter 5: Penny Meets 'Billy'**

Penny, Audrey, Xero, Ted, Mole, Screwy, Bartok and Iago walked/flew up the stairs of the museum of Gizmoduck, downhearted. Their hero was asupposed to be right there beside them, but now that he's gone, there's no one like him to take the job. Unknown to them, Dr. Horrible was also in the museum, but wearing his blue pajamas and carrying a bouquet of lillies. As Penny and the others came up one escalator, Dr. Horrible came up the other and they each from the far side of the statues watched.

"I've made a horrible mistake." said Dr. Horrible to the statue, as if talking to the real Gizmoduck, "I didn't mean to destroy you. I mean, I did mean to destroy you, but I didn't think if would really work this time."

"What are we supposed to do?" Penny asked the statue as her friends watched sadly, "Without you, evil is running rampages down the streets."

"I'm so bored with running rampages down the streets." said Dr. Horrible. "What's the point of being bad when there's no good to try and stop you?"

"Someone's gotta stop Dr. Horrible." said Penny.

"We're closing soon." a voice said. They turned and saw a man who looked like Dr. Horrible except his hair was short dirty blonde and he wore a black shirt with green pants.

"You scared us." Mole said, "Uh, Bob."

"Billy." the curator, Billy corrected.

"Penny was just talking to herself, you know how it is sometimes." Bartok said. "You think I'm a little bit nuts."

"I'm not allowed to insult guests directly." Billy said, gloomy.

"Thanks." Penny said. "Just, Billy, I'd just be another minute."

Billy sighed in annoyance as he took his cart and walked off, "Okay."

"Thanks." Penny said. She then sighed and said, "I just don't know how." Audrey placed a comforting hand on her older sister's shoulder.

"We'll find a way. Somehow." Audrey said.

"I had so many evil plans in the works." said Dr. Horrible. "The Cyclops of Death, Cheese the Moon, Posey Sheep..." then he sobbed and said, "Battles we will now never have!"

Dr. Horrible's sobbing echoed around the statue until it had reached Penny's ears who after hearing th enoise also realized someone else was there.

"Who was that?" Screwy asked.

"Let's find out." said Penny.

Unaware of Penny and her crew coming his way, Dr. Horrible continued talking to the statue, "We've never even got the chance to say goodbye. So it's good we had this time together...you know, before I destroy this place." The villain said as he took out a bomb from the flowers and started its countdown to five minutes. "Nothing personal, it just brings back painful memories." He dropped the bomb and the flowers making them fall all the way down to the bottom where the Centurions had gathered different types of bombs to blow the place up.

As Dr. Horrible was about to leave, Penny's voice called out, "Hello?"

"Penny!" Dr. Horrible realized. He looked down in his pajamas in panic. He can't have her seeing him like this. He ran down the hallway, but then he bumped into Billy.

"Who are you?" Dr. Horrible asked.

"I'm Billy." said Billy.

Dr. Horrible gasped and remembered something, "My name's Billy too!"

"That's a pretty tasteless costume." Billy said, ignoring what he just said. "Dr. Horrible's hair is not like Elvis. And he made a cheap replica of his dehydration gun..."

Dr. Horrible took his ray gun and dehydrated Billy in the shape of a cube. Realizing that Penny and the others were coming, he had no choice: he had to disguise himself as his alter ego. He put on the watch and set it.

Penny and the crew saw a white light coming from around the corner and followed the light before they stopped and saw...Billy, not facing them. OF course it's Dr. Horrible in disguise.

"Oh, Billy, it's you." said Penny in relief.

"Yes, it's me...Billy." Dr. Horrible, I mean 'Billy' said nervously. "Goodbye."

"But we just met." said Iago, then 'Billy' started pushing the button to the elevator like crazy wanting to get out of her as soon as possible.

"Look, I wouldn't stay here for more than 4 minutes and 37 seconds if I were you. The workers are just having the walls and celings removed.

"Wow, sounds like some remolding plan." said Ted, then Penny and the others entered the elevator Billy ran into. "Guess we'll catch a ride with you."

As they rode down, Penny sighed, "I keep thinking he was gonna do another one of his late second escapes."

"Yeah." said Billy sadly. "He was always good at those things.

Xero sighed and said, "Man, I wish life had a reset button."

"I've looked into the reset button...and it's impossible." said 'Billy and he started to bawl as the doors opened and everyone left.

"Billy, I didn't know you had feelings." said Penny, comforting him.

"Gizmoduck is gone and no there's no one left to challenge Dr. Horrible." said Billy.

"Oh, come on, Billy, don't be that way." said Xero. "As long there's evil, good will rise against it."

"I wish." said Billy.

"Well, it's like they always say, "Heroes aren't born, they're made." Penny said.

With those words, a spark blossomed into Dr. Horrible/Billy's head, "Heroes can be made." he repeated. "Of course! Why didn't I think of it sooner! All you need are the right ingredients."

"Yeah." Penny said, "Like Bravery."

"Yeah." Billy said.

"Strength." Ted said.

"Of course!"

"Determination!" Iago said.

"Yes." said Dr. Horrible. Then he ran to a DNA strip and to himself, "And a lttle bit of DNA." He turned to Penny and the otehrs and said, "OH, with all that, anybody can be a hero!"

"Yes!" Penny and the others cheered as Billy spun Penny around and then his watch beeped and he said, "I think we should run."

* * *

Outside, Penny, Ted, Audrey, Mole, Xero and Screwy are in a taxi and Iago and Bartok flew off as Billy said, "Bye."

The car drove off and Dr. Horrible turned back to normal as he said to the building in pride, "It's time to put the past behind us. Only the future-" Then the bombs went off and Dr. Horrible screamed as he dodged the falling debris, "AAAH! I'M TOO CLOSE, TOO CLOSE! I'M REALLY SCARED RIGHT NOW1 I HOPE NOBODY SAW THIS!"

* * *

End of Chapter 5

The next chapter is where Dr. Horrible makes a tablet that makes a hero and guess where it's gonna land? Read and Review.


	7. Chapter 6: A Villain Without a Hero

Here is the next chapter.

* * *

**Chapter 6: A Villain Without a Hero**

Back at the lair, Moist couldn't believe what he heard from his boss. "Create a hero? Why would you do that?" He asked as he held a box of donuts. From behind a few clipped up papers came Dr. Horrible, holding half a donut as he said, "So I'd have somebody to fight, that's why."

He walked to his minion and said, "Moist, I'm a villain without a hero." he held another donut half and said, "A yin with no yang, a bull fighter with no bull to fight. In other words, I have no purpose."

Then he grinned and said, "Now, ask me how I'm going to do it. Go ahead. Guess!"

With a sigh, Moist said, "How are you gonna do it?"

Dr. Horrible laughed as he tossed the box into the air sending the donuts flying before he climbed up a ladder and said, "I am going to give someone in the city, I don't know who yet, Gizmoduck's powers! Then I'm gonna train that person into Cartoonity's new hero." As he explained he passed some pictures with a hero only as a black with a question mark as he used his gun to propel him.

"Over here, follow. Then, Finally I'm gonna fight that hero in an good ol' epic battle of good and evil." he then got off the ladder and said, "Which will put everything back the way it was when the world was perfect and rosy." He then took Moist to a table where Gizmoduck's helmet was pined with a magnifying glass. "Behold, Moist, Gizmoduck's helmet." He then pulled the glass closer to a spot on the helmet. "Look closely, and tell mw what do you see."

On the helmet was white feathers and a piece of spit. "His molted feathers and spit?" Moist asked.

"Yes!" said Dr. Horrible. "It's his DNA and with this, we'll extract this young person of Gizmoduck's awesome powers."

Then a strange device is hard of work making the source of power made from Gizmoduck's own DNA as Moist said, "I think this is a bad idea, boss."

"Yeah." said Dr. Horrible. "This is a very wickedly bad plan for the greater good of bad!"

"But I'm saying this is a kind of bad that, okay, I think it's good from your 'bad' perception but from a "good" perception, it's just plain bad!" Moist said as the source popped out as some type of pill device glowing white.

"Oh, you don't know what's good for bad." said Dr. Horrible. He loaded a gun as he added, "Now we gotta find some heroic to fill in Gizmoduck's...wheel. Someone noble-hearted and who puts the will-fair of others far above their own."

Then he heard a phone ring. "What the world is that?" asked Dr. Horrible in wonder.

"I think it's coming...from there sir." said Moist, pointing to his labcoat pocket. Dr. Horrible took out a cell phone that Penny gave him since he told her he didn't own a phone and opened it, "Ollo?" he asked.

"IT's hello." Moist corrected.

"Oh. Hello?" asked Dr. Horrible.

"Billy, this is Penny." the voice said from the phone.

"Penny?" asked Dr. Horrible.

"Yeah, I just wanted you to know that you've really inspired us last night and I just wanted to say 'thanks' for that." said Penny.

"Well, you've inspired me too." said Dr. Horrible.

"Great!" the voice of Mole said. "It's high time for us to take action, let's show Dr. Horrible that he can't push us around!"

"Oh really?" asked Dr. Horrible as he then turned to Moist and said, "They're so cute!"

"Yeah." said the voice of Bartok. "We're hot on his trail!"

"Oh really? And what makes you say that?" asked Dr. Horrible.

"Uh, boss..." said Moist. Dr. Horrible turned and was shocked to see Penny and the others on the monitors.

"We've found his hideout." said Ted on the phone.

Dr. Horrible couldn't believe what he saw, **_"HOW DID THEY FIND MY HIDEOUT?!"_** he shouted before going back to the phone and said, "Uh, how did you find his hideout?"

* * *

From outside, Penny said, "This is the only building in Cartoon City with a fake observatory!" Sure enough the fake observatory was on top of a building and they including Buddy were looking right at it, leaving Dr. Horrible with a dumbfounded expression.

"Okay." Dr. Horrible said. "There is no way that they'll find my secret entrance."

* * *

On the monitors, Iago looked down and said, "Hey, guys, look at this."

Penny looked down and spoke on the phone. "Iago just found a doormat that says "Secret Entrance"!" with that, they walked past the fake wall and into the lair.

* * *

Moist tried to walk away, but Dr. Horrible saw him and knew how the mat got there.

"Moist!" Dr. Horrible groaned.

"I kept forgetting where it is." said Moist, meekly.

"They'll discover our secrets!" Dr. Horrible shouted at the top of his lungs as he pushed Moist into a cabinet as he yelled, "You dimwitted creation and excuse for a shapeshifter!"

"What?" asked Penny.

"What? Oh, not you, Penny. I was yelling at my...mother." said Dr. Horrible as he used a curtain to hide his plans. "Don't do anything I'll be right there."

* * *

Outside, Buddy looked around for Penny and the others, "Penny? Fellas? Not again!"

* * *

In the lair, Penny and the others looked around the metal and giant laboratory and looked.

"Wow!" Audrey said. "It's so...big."

Then a voice behind them said, "Guys?" They turned ready to attack, but they realized it was only Billy(Dr. Horrible) behind them.

"Oh, it's just you." said Bartok. "Don't give us a heart attack."

"Sorry." Billy said. "I, uh, happen to speed walking nearby when you called." he quickly made up a story.

"Like that?" asked

"Yeah. But that's not important right now." said Billy.

He pointed to the door marked, "Exit" and said, "This way looks exciting."

"That says exit." said Penny.

"Which is short for exciting, right?" asked Billy, but to his horror, Penny and the others found his plans!

"This is the mother load!" said Penny gazing at the plans in awe.

"Wow." said Billy, acting surprised.

"You know, Billy," said Ted, "With your help, we could decipher all of this."

"Yeah." said Penny. "You're an expert on all things Dr. Horrible right? Together, we can find out about his plans for the city and stop it."

"Oh what fun!" said Billy.

"That's what I wanna hear." said Audrey.

But 'Billy' didn't want them discovering his plans, he wanted them out of here. Behind Penny and the others' backs, Billy spoke into his watch, "Moist, Code: Send in the Centurions."

"You know," Moist said as he held the gun inside the cabnet, "The whole point of a code is-"

"I don't care!" 'Billy' snapped, "Just do it!" Moist pressed a button that alerted his 'kids' to the intruders.

"Centrions!" Mole screamed.

Within seconds, the Centurions bursted out of the room and fired their guns at the crew, then they grabbed Billy, unaware that he was really Dr. Horrible and dragged him away, "Hey!" he cried as he struggled to get free. "Not me!" Then they bumped into the cabinet, shaking it and making Moist drop the gun while

"Billy!" they cried, then Penny saw the gun and got an idea.

* * *

Meanwhile, Dr. Horrible managed to reach is watch and turned himself back into Dr. Horrible. "It's daddy!" the robots realized their mistake and dropped the villain.

That's when Penny and her friends and sisters arrived to see him. "Dr. Horrible!" Penny said.

"Alright, you wacko! What have you done with Billy?" demanded Screwy.

"Billy?" Dr. Horrible asked, "Oh, I'm doing horrible things to that man. I don't want to get into it but lasers, spikes." HE opened up a trap door and puts his head in to pretend that Billy is crying out for help, "Oh, please! Don't! Not the lasers and the spikes!" He then said to Penny and the crew. "You know, the drill." Then in Billy's voice he said, "Not the drill!"

"Let him go or else." said Penny bravely.

"Or what?" asked Dr. Horrible, then he gasped when he saw the gun with the super DNA in his hands and he wasn't gonna miss.

"Or we'll have to find out what this weird looking gun does." Penny said.

"No! Don't shoot! Don't shoot that gun! I'll just go get him!" Dr. Horrible jumped into the trapdoor and pretended to act out a fight between him and 'Billy' while Penny and the others watched.

"Unhand me, you brute!" Billy cried.

"Never!" said Dr. Horrible and then Billy popped his head out and said, "His strength's to much!"

He went back in and Dr. Horrible said, "I work out!"

Then Billy popped his head out again and said "It's really payign off! You're so fit and strangly charismatic!"

then the doors closed, leaving the man struggling himself while the team looked at themselves, then Penny removed the doors and Billy came flying out and into a wall, faking a dazed expression.

"Are you okay?" Penny asked as Dr. Horrible sighed.

"I did my best, but he was too fantastic." he said. Then he got up and said, "Penny, let me carry that heavy gun for you."

"No thanks." Penny said as she moved the gun away from the man. "I've got this covered."

"Now let's get Dr. Horrible!" declared Bartok before the gan walked off.

Billy snarled quietly and changed back into Dr. Horrible before slinking away to head the gang off. She got ahead of them and grabbed the gun, trying to take it away from the reporter. "Let's go it's mine!"

"Billy, run!" Penny called from behind the group.

As they struggled, Penny and Dr. Horrible failed to notice Buddy still on the monitors, still looking for Penny and the others. Then they triggered the gun to fire and Dr. Horrible who won the gun back looked on in horror.

"Oh no." he said for that pill was the only thing that could bring him the hero he needed! The glowing pill bounced off a few things then it flew into a pipe, clanking its way to the end.

* * *

Outside the lair, Buddy just happened to be nearby the pipe when he heard the clanking sound. "Penny?" he asked as he looked into the pipe.

* * *

Inside, Dr. Horrible watched the pipe shake before...WHACK! Then someone cried out in pain as Dr. Horrible gasped. His pill has hit someone! Quickly, he and Moist looked at the TV sets and saw Buddy holding his nose in pain.

"Who on Earth is that?" asked Moist.

As the Centurions looked around, Penny and the others were near the door Billy tried to lead them out and opened the door.

"We're home fre-AAAAAAAAAHHHHD!" Iago said before the crew almost fell into a disco themed pit with aligators and their chew toys. It was a trap."

"Penny!" a voice cried and a hand grabbed Penny and the others and pulled them back while Iago and Bartok flew back to their friends along with their rescuer.

"Billy!"Penny cried happily. "You were right about that door being exciting." Then the Centurions saw them.

"This way!" Billy said.

As the gang ran/flew to escape the robots, Penny saw a table that had dynamite and grabbed a few sticks before he took some matches and lit them. "This'll stop them." She tossed the stick to Billy who gasped.

"Isn't this a bit extreme?" Billy asked, not liking the plan for he was blowing out the sticks out.

"Just throw it!" Penny said.

"Daddy's sorry!" Billy threw the stick of dynamite at the robots who were confused at first. Just then, the explosion sent Billy and the others out of the lair through the secret portal to the outside. Billy, Penny, Ted, Audrey, Xero, Mole, Bartok and Iago got up and coughed amazed that they weren't dead or roasted.

"That was incredible!" said Penny. "I've never seen anyone, but Gizmoduck stand up to Dr. Horrible before."

"You were amazing!" Iago said as he did a little somersault.

'Billy' smiled. No one's ever complemented him before and it felt good.

"What's going on?"Buddy asked as they looked at him.

"Buddy, what happened?" Penny asked.

"I think a bee flew up my nose." said Buddy, as he held his nose. "I was just about go in and save you when ninjas attacked so I had to beat them up and did and they were all crying."

"Sure." Screwy said, rolling his eyes, not believing him.

"So you're fearless right?" asked 'Billy.'

Buddy saw the man and said, "Who are you?"

"This is Billy." Penny said. "He's our partner."

"Partner?" asked Buddy, a bit offended.

"Uh...yes." Billy said.

"Well, look, 'partner,' I'm her partner." said Buddy, obviously jealous of him, "She doesn't know what she's saying, she's been through a traumatic experience."

"Well, I better take him home. Thanks again, Billy." Penny said as she hugged him as Audrey, Xero and the others watch with smiles. Billy is surprised, but he hugged Penny back with a smile.

"Whoa, that was weird, everyone. Cause you hugged that man instead of me." said Buddy.

Penny and the crew went into the van as 'Billy' watched with a happy smile on his face. Then Moist's voice said, "Hey, boss! You there? Did you find out who that kid was?"

Billy snapped out of his days and turned back to Dr. Horrible, saying, "Huh? Oh! Code: Get the Car!"

* * *

End of Chapter 6

The next chapter is where Dr. Horrible greets Buddy as his space-dad and starts training him. Meanwhile, he starts falling in love with Penny through a series of dates. Read and Review.


	8. Chapter 7: Training and Dates

Here is the chapter where Dr. Horrible trains Buddy and falls for Penny on dates.

* * *

**Chapter 7: Training and Dates**

Penny and her crew drove Buddy home ot his apartment building and stopped a few feet in front of it.

"See you later, Buddy." said Penny.

"I'll leave the door unlocked in case you want to check up on me." said Buddy as the van sped away.

Unknown to him, Dr. Horrible and Moist were watching him from the invisible car nearby the apartment door.

"Who is this man we've infused with god-like power?" Dr. Horrible asked, then Buddy rammed into the car and skidded across before landing on the other side.

"Well, sir," Moist said as he looked on the computer. "His name is Buddy Pine. He is 25 years old, is Mr. Incredible's biggest fan and aside from inventing, he hasn't accomplished anything in life."

Dr. Horrible looked at the dazed man and said, "Not yet, Moist, not yet."

Buddy got up and said, "Could this day get any worse?"

"So I'll just go ahead and defuse him since this is clearly a mistake." said Moist, pulling out the gun and setting it to 'defuse'.

"No Moist!" said Dr. Horrible as he tossed the gun to the back seat, "This is no mistake, it's destiny!"

Inside his room, Buddy was holding his nose when gun sparks blasted his door and sent his Murphy Bed up as Dr. Horrible ran inside and shouted, "Buddy Pin! Prepare for your destiny!" the villain looked around, but where was he?

"Buddy? Buddy Pin? Am I even saying his name right?" he asked Moist as Moist came in placing the door back in place.

"It's Pine." corrected Moist.

Then he pulled down the bed and a terrified Buddy was found hugging the pillow.

"Is this a robbery? Cause the man across the hall from me has way better stuff than me!" Buddy said.

"Oh look!" Dr. Horrible said, "It's Buddy Pine! Quick, the spray!" Moist tried to use the spray, but there was none there.

"We're all out." said Moist.

"Then use the Forget-Me-Stick!" said Dr. Horrible.

"Right." Moist took the stick out and whacked Buddy on it, knocking him out and giving him a goofy face.

"Is or is this not the face of a new hero?" asked Dr. Horrible.

Moist looked at the goofy looked on Buddy's face and said, "Nope, he doesn't look like a hero to me."

"Oh, don't be such a pill, Moist." said Dr. Horrible as he placed the bed with the man still on it up. "Any potter couldn't ask for finer clay." he took a sniff and said, "I smell a hero."

"I smell something burning." said Moist when they saw smoke and lightning coming from the bed and Dr. Horrible knew what's going on. "It's working! Places, everyone, places!" Dr. Horrible used his watch to transform into Kal-EL while Moist transformed into a bird.

"You look fantastic." said Dr. Horrible.

Then the bed emerged, two strong arms and the bed fell and out came Buddy in his new body form with his hair going high like Hades.

"Arise, my creation." Dr. Horrible/Kal-EL said in a best Marlon Brando accent. "Arise and come to Papa."

"What's-what's going on?" asked Buddy as he looked at his new powerful arms.

"Hello my son." said Kal-El.

"Who in the world are you?" asked Buddy.

"A long time ago, your mother and I sent you to this planet to teach you about justice, honor and nobility. I am Kal-El, your father." Kal-El said.

Buddy was speechless. "So you're like my Space Dad."

"Yeah. I'm like your Space Dad." said Kal-El.

"And you are...what?" asked Buddy as he said this to Moist.

"I'm your pet...Space Bird." Moist flapped his disguised wings. "I had a lot of work done recently."

"Is this a dream?" the man asked his 'father'.

"More like a dream come true." said Kal-El. "You have been given outstanding power, power that only means Earthlings could only dream of possible."

"Whoa." said Buddy.

"Yes." said Kal-El before he grabbed a magazine that had a picture of Penny, Ted, Audrey and Screwy being carried by Gizmoduck while Xero and Mole rode on the Modiflyer and Iago and Bartok flew by their side since they're a bird and a bat. "We've come to help you on your way to become Cartoonity's new hero." He tore off Gizmoduck's head as Moist took out a mirror "And battle the awesome might of the evil Dr. Horrible."

As Kal-El placed the head of Buddy under the picture of the superhero's body, the new superman smiled and realized that with his newfound powers, he could win Penny's heart and her sisters and friends' respect in no time!

"I know this is a shock to you," said Kal-El "It may takes weeks before-"

"NO WAY!" Buddy shouted as he flew out a wall, making a hole in the progress.

"Hey, I wasn't finished!" Kal-El cried as he and Moist ran to a hole as they heard a crashing sound. From a pile of cars came Buddy with a car covering his torso and whooped, "I'm gonna be a hero! I'm gonna be a hero!"

"See, Moist?" asked Dr. Horrible/Kal-El, "He's perfect."

* * *

"Aaaaaaaaannndd Action!" Dr. Horrible/Kal-El said. Right now he was busy training Buddy how to be a hero. The first step: Rescuing.

Moist was now dressed up a citizen as he cried, "Someone help me!" Then Buddy after he crashed on the ground, trying to barge in like a real hero, started attacking the dummy of Dr. Horrible by tearing it to shreds and using his lazer vision to melt the dummy's face.

"Yeah! Zap, zap, zap!" Buddy cheered.

Kal-El backed in his chair in horror at what he saw. What a long way to go.**(A/N: I always crack up at this scene because Megamind's face during it is like LOL!)**

* * *

Next was the cool insult.

"The price of my horribleness grows strong!" Kal-El said with a Dr. Horrible mask before taking it off. "Now you say something cool back at me."

Buddy on the other hand was having fun giving himself a wedgie. "Look! It doesn't hurt! I don't eeven feel it!"

* * *

Next was the flying lessons...which weren't doing well.

Buddy was flying with both his feet and hands out while Kal-EL rode on his back. "No, no." Kal-El scolded. "Arms out, legs back, stomach in. Like Gizmoduck."

Suddenly, Buddy lost control and they spun all the way around the city, crashing into a billboard along the way.

* * *

Back at the lair...

Dr. Horrible was bruised as he held an ice pack on his head while a Centurion placed a bandage on his forehead.

"Uh, he's hopeless. Hopeless!" complained Dr. Horrible.

Moist had an idea and said, "Maybe we were taking this the wrong way, let's switch tactics."

"Oh, should we?" asked Dr. Horrible.

As Moist continued talking, Dr. Horrible heard his phone ring and opened it, it was a text message from Penny. 'Meet me, Audrey, Xero and my pals at the library. :)'

"Can't wait. LOL. Smiley face." Dr. Horrible texted back.

"Can't wait for what?" asked Moist.

* * *

At the library, Billy, Penny, Xero, Mole, Ted, Audrey, Screwy, Iago and Bartok were laughing since Billy told them a funny story.

"That was a very silly story. Ha. And masterly too." said Dr. Horrible.

"Billy, I had no idea you were so funny." said Penny.

"Well, I've never heard you laugh before." said Billy.

"Yeah, I missed laughing." Mole said.

"Feels pretty good." Agreed Penny.

"Okay, everyone, back to your books." said Audrey. Everyone covered their heads in books about Dr. Horrible while Billy's book was "Dr. Horrible Unmasked"

* * *

Somewhere in the city...

"And action!" Kal-EL said like a movie director.

Like that, Buddy burst out of a wall and zapped a laser firing at him, then he smacked away a car heading for him, then he jumped over some flaming barrels while Moist tossed them while 'stomping' like in _"Donkey Kong"_

* * *

At the city park...

"You don't get out much do you?" asked Penny to Billy as he, Penny, Audrey, Ted, Screwy and Xero were riding bikes with Xero using Mole as a bike while Iago and Bartok flew with them whlie Billy wasn't doing well on his bike.

"Oh, what fun." he said.

Then they stopped as Penny sighed sadly, "I used to come here with our mom when I was younger. It was one of my favorite places to be, now look at it."

The park was littered in trash and garbage as litter flew in the breeze.

"What a dump." Ted said sadly. Billy looked at the boy and got an idea.

* * *

That night, Dr. Horrible and Moist are using their dehydration guns to turn all of the trash into cubes.

"Remind me, why are we cleaning the city?" asked Moist.

"Well, we don't want to battle our new hero in a dump now, do we?" Dr. Horrible answered.

By now. Moist was getting a funny feeling about Dr. Horrible's behavior.

* * *

At the art museum the next day, Billy had blindfolded his newfound friends and covered Penny's eyes with his own hands. "Okay, you can look now." said Billy.

He removed his hands from Penny's eyes and removed the crew's blindfolds. To their surprise, they saw all paintings back on the walls.

"I-I don't believe it!" said Bartok, rubbing his eyes while Iago and Screwy's jaws dropped with bulged out eyes.

"Somebody tell me we're not dreaming." Iago said.

"They're all back!" exclaimed Penny happily.

"But how? Why?" asked Xero.

"Maybe Dr. Horrible isn't so bad after all." Billy said as the Centurions returned the paintings to the wall, even if the Mona Lisa did have a mustache.

* * *

Finally, Buddy got the hang of flying and Kal-EL said, "That's it. Now fly, my golden eagle!"

"Whoooohooooo!" Buddy whooped as he soared freely. At least, he mastered all his powers.

* * *

Later on,Penny and Billy were on another date with their friends and sisters and Penny had something to confess to Billy. "Okay. Gizmoduck and I...were never a couple."

"But I thought-" Billy said, surprised to hear that.

"I know. Everybody did, but he wasn't Penny's type." said Audrey.

"Now you tell us something." Xero said.

"Yeah, soemthign you never told anyone before." Bartok said.

"Well..." Billy said. "In school, none of the other kids really liked me. I was always picked last for everything."

"Hmm, I'm glad we weren't in the same school." Penny held hands with Billy as the two looked into each other's eyes lovingly. Then he noticed Ted and Audrey holding hands too.

"Awww, how cute." said Bartok.

"I gotta find me my sweetheart soon." Xero said as she happily watched her sisters.

* * *

End of Chapter 7

The next chapter is where Dr. Horrible and Moist have a fight about the whole situation and Buddy tries to woo Penny with his new powers, only for her to dump him. Read and Review.


	9. Chapter 8: Worst Super Date Ever

Here is the chapter where Dr. Horrible and Penny have troubles.

* * *

**Chapter 8: Worst. Stuper Date. Ever.**

As the sun sets over Cartoon City, Kal-El(aka Dr. Horrible) gave Buddy a glittering present. "Buddy," said Kal-El. "I think you're ready for this."

Buddy opened the present and picked up a black super suit with a white S on it.

"Do I have a son?" asked Buddy.

"No," Kal-EL laughed. "You're funny. It stretches. It's for you."

Buddy looked and saw white rocket boots in the box as well as white gloves.

"Wow. More stuff. Cool. Thanks, Space Dad." said Buddy. "So what's my super name?"

"Syndrome." said Kal-El.

"Syndrome?" asked Buddy. "Why'd you pick that?"

"It was the only name that wasn't taken." replied Kal-El. Kal-El turned to Buddy and said, "Do you have someone you love in your life, Buddy?"

"As a matter of fact," said Buddy, "I have my eyes set on someone currently." He used his super sight to see Penny in her apartment arranging the facts and notes she attached to strings on the wall.

"That's good." said Kal-El. "Romance is very inspiring."

"That's what I hear." said Buddy.

"All you gotta do is save her and she'll all yours." said Kal-El, then Mois tin his costume brought ice cream and said, "Who wants ice cream?"

"I do." the men said.

"Thanks Space Pet." said Buddy.

"On the count of three." instructed Kal-El. "Lift up your cones. 1, 2, 3."

"To Syndrome!" the three said as they held their ice cream cones high and then Kal-EL said, "Tomorrow, you'll fight the awesome might of Dr. Horrible and soon the entire city will know your name!"

* * *

Back in the evil lair, Dr. Horrible who was measured by Moist was watching Penny on TV who had Iago on her right shoulder as she reported the news.

"The City's parks restored to their former glory, the streets the safest they've been, the banks reopened. Has something happened to Dr. Horrible? Has someone tamed this mad scientist. This is Penny, happy, yet confused." Penny reported.

Dr. Horrible smiled lovingly at Penny as he sighed. Their dinner date was coming up and he wanted everything to be ready.

"Well you seemed to be in good mood today." said Moist.

"Uh? Oh, right." said Dr. Horrible. "How long is this gonna take?"

"A few more and I'll be done with your most terrifying outfit yet." the plant said "I'm gonna call it...Dracula's Monster!"

"Dracula's Monster. Nice." said Dr. Horrible. "Oh, gosh, I have to go!"

"Go where?" asked Moist. "We have a battle with Syndrome tomorrow. We haven't even tested your big battle giant yet."

"You go take care of the details, Moist." Dr. Horrible said. "I have to...run a quick errand."

"You don't run errands." said Moist as he walked towards him. "What's going on here?"

"Nothing's going on here." insisted Dr. Horrible.

"Wait a second." the shapeshifter sniffed Dr. Horrible and noticed he was wearing Cologne. "Are you wearing cologne?"

"It's my hair conditioner." Dr. Horrible lied. "Now where did I put those keys?"

He saw the keys and was about to grab them when Moist turned into an a bird and grabbed them first.

"This is about Penny, isn't it?" the shapeshifter asked. "You're going on a date with him!"

"What? Me? No!" Dr. Horrible laughed. "What makes you say that?" The shapeshifter was not convinced.

"Oh, this is bad. Very bad. You're falling in love with her!" Moist turned.

"You're forgetting your place, Moist!" Dr. Horrible told the shapeshifter. "Now give me the keys!"

The villain jumped for the keys, but Moist kept them out of reach. "And what's gonna happen when Penny, Xero, Audrey and the others find out who you really are?"

"They will never find out." Dr. Horrible told the bird who now transformed into a dog. "That's the entire point of lying."

He waved his hand and he got the key, "Honestly, if I didn't know better, I'd say this was your first day being evil."

"No!" said Moist as he turned the car invisible and Dr. Horrible rammed into it, making him drop the keys. He grabbed the keyes and said, "This has gone far enough." He then turned into a snake and swallowed the keys.

"Oh, that's really grown up!" shouted Dr. Horrible as he tried to cough up the keys from Moist, who kept slithered around. "It's for you own good, sir!"

"Oh, what do you know?" asked

"Well, I might not know much, but I do know this: the bad guy never gets the girl!" said Moist.

"Then maybe I don't want to be the bad guy anymore!" Dr. Horrible confessed, making Moist scream. "What? You heard me!"

"Who are you?" Moist said.

"JUST GIVE ME THE KEYS!" ordered Dr. Horrible.

"NO!" the shapeshifter snapped as he made the car visible and the villain rammed into it again. "My only purpose is to look after you!"

"Well I don't need you anymore." said Dr. Horrible.

Moist was heartbroken when he heard that as he spat out the keys and turned to his human form. "What? You...you...you don't need me?"

"Let me make it perfectly clear." said Dr. Horrible. "Code: I Don't Need You."

"You know what, you know what?" asked Moist as he packed his things. "Code: I'll Just Pack All My Things and Go!"

"Code: Fine!" said Dr. Horrible.

"Code: Fine Back!" said Moist as he got on a moterbike and sped off. "Well, good luck on your date."

"I will!"

"That doesn't even make sense!"

"I know!"

And with that, Moist left the lair. Dr. Horrible sighed and looked in a broken mirror. He changes back into Billy and walked towards the car. He couldn't keep Penny waiting.

* * *

In Penny's apartment, Penny, Xero, Audrey and the others were examening the notes they recorded all they know about Dr. Horrible.

"I know we're so close." Penny told them. "I can feel it."

"It's like it's right in front of our faces. And it's making my head hurt thinking about it." Mole said.

"Is there anything we haven't thought of?" Audrey asked.

Penny didn't answer as she sighed in frustration. "Okay, okay. I guess i'll just have to take a step back." She fixed her hair for her date with "Billy", but as he did, so did the black and white notes started to form an image she didn't notice before.

"Wait a minute." said Penny, "Guys, look at this!"

"What is it?" asked Ted as they all walked backwards outside until they saw the picture of a super in black and white with the name Syndrome above his head.

"Syndrome? What's a Syndrome?" asked Penny.

"My Super Ears are ringing." said a voice. Penny and the group yelped when they saw a superhero with Hades hairdo, white rocket boots, a black supersuit with the letter "S" on it and white gloves right behind them. "Normally, I just hear criminals, you haven't been naughty have you?"

Penny and the others didn't say a word. Who is this super and how did he get here?

"I'm just messing with you!" the super said with a laugh. "The name's Syndrome."

Penny looked at the picture then back a the super. "Syndrome?"

"Wait." Xero said, pointing to the picture.

"You're Syndrome?!" Iago said.

"That's right." said Syndrome. He flew down and came back with a flower cart. "So Penny, do you like flowers. I didn't know which ones you like so I brought all of them. Oh forget the flowers." he drops the cart.

"What do you want?" Penny asked.

"I thought we could go for a little flight around town." Syndrome said, "Get to know each other better."

Then he grabbed Penny and tried to pick her up.

"Hey! Let go of our sister, you perv!" Audrey said as she grabbed Penny's legs, but she ends up flying with Ted, Mole, Xero and Screwy who tried to help her but failed.

"Guys!" Bartok cried in alarm as he and Iago flew off to catch them.

"This must be thrilling for all of you." said Syndrome. Well if it's thrilling for them alright...a thrilling nightmare!

"What are you doing?"asked Penny.

"Mommy!" Screwy screamed as he, Ted, Audrey, Xero and Mole held on for their miserable lives.

"Am I moving too fast?" Syndrome asked. "You're right. I should just save you a few times before we get all romantic."

"I think I'm gonna be sick." Mole said, turning green. Then they fell a short fall screaming before Syndrome caught them again.

"What is he thinking?!" Iago asked Bartok in shock. "That's no way for a superhero to treat people!"

Obvious to the fright he was giving Penny and her flightless friends, Syndrome said, "You all are so lucky to have a great hero around."

"Don't ever-" Penny punched the 'hero' back, but he ended up falling and screaming with Audrey, Xero, Mole, Screwy and Ted.

"Somebody do something!" Syndrome shouted.

"YOU'RE THE SUPERHERO! YOU DO SOMETHING!" Iago screamed.

"Oh, right, I forgot." said Syndrome as he dove to save the falling people.

"I love you Audrey!" Ted told Audrey.

"I love you too, Ted!" Audrey replied.

"Xero, you were the best friend I ever had!" Mole confessed.

"Mole, while you were sleeping I used you to unclog the toilet!" Xero called.

"What?" Mole asked.

"Ewww." Screwy screamed, _**"MOOOOOOOOOMMMMMMYYY!"**_

Before they hit the ground, Syndrome caught them again and tossed them around cars like footballs before finally stopping.

"That was a close one." said Syndrome. "You almost died, but I saved you."

"Building!" yelled Penny. Syndrome screamed and tossed Penny, Xero, Mole, Ted, Audrey and Screwy up in the air.

"This ruined my pranking day with Meathead!" said Screwy.

"Here we go again!" Ted yelled, then they fell and landed in the chair Syndrome had after he went through the building.

"I'm sorry, what was that? I couldn't hear me over the sound of me saving your lives." said Syndrome.

"Put us down right now!" demanded Penny.

"Okay, okay, just calm down." said Syndrome.

He placed the group on the top of Cartoon City Tower and they held onto the intena.

"Guys!" Iago said as he and Bartok flew by.

"Are you okay?" asked Bartok.

"No! We're not okay!" said Audrey. "We were tossed around like basketballs!"

"You're crazy!" Penny said.

"Suppose I'm a little crazy...about you!" admitted Syndrome.

"What kind of super are you?" Mole asked. "Letting people fall down huge heights. You could've killed us!"

"He's right. Who are you? Really!" said Penny.

Syndrome said, "Prepare to have your mind blown." He took off his mask and they all saw who it was: Buddy! "Tada!"

"Buddy?" Penny asked while the others looked shocked.

"Isn't this great?" asked Buddy. "Now there's nothing keeping us apart."

Penny knew what Buddy meant and it was high time to stop him, "No, Buddy, it's not great!"

"Wow, our first fight!" said Buddy. "This is so us. We're like an old married couple."

That was it, enough was enough!

"Buddy," Penny said, "There is no 'us'! There had never been an 'us' and there will never be an 'us'! EVER!"

Buddy was stunned by what she just said. "But...I have powers, I have a cape. I'm the good guy!"

"Yes, you are a good guy, Buddy." Penny said. "That's why we have to-"

"This isn't right!" Buddy said, getting very upset and flustered that Penny always like Gizmoduck, why not him? "You're supposed to be with me!"

"With you?" Audrey said. "Xero and I would rather die of the Black Plague than have you as our brother-in-law!"

"You're the worst super we've ever met!" Xero said.

"You treated us like beanbags!" Screwy said.

"You don't treat your powers more responsibly!" Ted added.

"Why would anyone see a hero in you when there is no hero at all!" Bartok said angrily, "You are a terrible super and that's all you'll ever be!"

"Penny, make them stop!" Buddy said.

"I can't. They're right." Penny said. "You're the worst possible choice for hero and we'll never be a couple. Never!"

Buddy was crushed. Penny didn't love him, his crew hated him, nothing was going to his plans! "Besides, I'm trying to warn you, Buddy-" Penny started.

"IT'S SYNDROME!" snapped Buddy. "SYNDROME! NOT BUDDY!"

With that, he zoomed away, breaking a few windows as he did leaving Penny, Xero, Audrey and the others on the tower.

"I think he took it well." Screwy said, making everybody else glare at him.

"Well, now that's overwith...HOW ARE YOU GONNA GET DOWN?!" Iago shouted.

* * *

End of Chapter 8

The next chapter is where Billy accidentally reveals himself to be Dr. Horrible in disguise, making Penny mad at him. Read and Review.


	10. Chapter 9: The True Identity of Billy

Here is the chapter where Dr. Horrible accidentally reveals himself to Penny and the others.

* * *

**Chapter 9: The True Identity of Billy**

At the restaurant, Billy/Dr. Horrible, looked at his watch at the table. Penny was supposed to be here an hour ago. What's keeping her so long? He looked around to see if anyone's watching then he used his gun to light a candle on the table before quickly placing it back.

Then, Penny and the crew arrived, each with wild hair due to Syndrome's flying.

"Sorry, we're late." Said Penny.

"Wow!" Billy said. "Your hair looks wild!"

"Yeah." said Penny. "But that's not the only excitement of the night. I just figured it out: Dr. Horrible has created a new hero and we know why."

As the waiter, Pepe Le Pew served them drinks, Penny said, "It all makes sense! She missed getting her butt kicked so he created a new hero to kick it for him."

Billy nearly choked on his drink when he heard the reporter deduce his plans, just right. "Oh, wow." he said in mimicking shock.

"But you know," Screwy said. "Out of all the people in the city, why did that crazy scientist pick Buddy Pine?"

"Right." agreed Penny. "Buddy is the worst person anyone could ever pick."

Billy got a very uneasy look on his face. He thought Buddy was the best choice, but after hearing what Penny just said, he thought how this would affect his plans.

"It just boggles my mind." Xero said.

""Mine too." said Billy. "But you know, we can solve this case as soon as we can. But for now, let me and Penny enjoy each other's company."

"Got it." said Ted as he and the crew scooted away from the couple.

"Here's to Billy." Penny said, making a toast. "For being the only normal thing in my upside-down life."

"Here's...to being normal." Billy said and looked at Penny lovingly.

Unknown to them, Buddy, I mean Syndrome was outside the building and looking sadly at the couple with a broken heart. Knowing that Penny is in love with someone else, he flew away.

"Say you guys," said Billy. "Say, I wasn't normal. Say that I'm...well, someone who wears a labcoat and goggles and I had the most horrible blog online. Besides I'm just saying it as a question, will you still like me?"

"Of course." Penny said. "You don't judge a book by its cover or a person on the outside."

"That's good to hear." Billy said in relief.

"You judge them based on their actions." Penny finished.

"Here, here." the crew said.

Billy was taken back by what they said, "Well, that seems kind of weird, right?"

Penny giggled and moved foreward. Billy did the same and they kissed.

"Awwwww." Bartok, Ted, Audrey, Xero, Mole said while Iago averted his eyes, but then he peeked anyway.

However, Penny's fingers moved the watch and Billy's image faded to show Dr. Horrible kissing Penny instead of 'Billy'.

"Billy, why are you dressed...like...Dr...Frankenstein?" asked Bartok. Then he and the crew realize the truth just by seeign Dr. Horrible instead of Billy kissing Penny.

"OH MY GOSH!" he cries with the others.

Penny opens her eyes and saw Dr. Horrible and pulls herself back in shock. She was kissing the villain!

"What?" Dr. Horrible asked, then he saw himself and gasped. His disguse was gone! "Don't look at me!"

Everyone else in the room turned their heads, but not Penny and the crew who looked on in shock.

"Just a glitch!" said Dr. Horrible. "Don't look yet." He tried to change himself back into Billy, but instead, he turned into Skpper. "Hoover Dam! This is not right." Dr. Horrible/Skipper stammered.

Penny couldn't believe what she was seeing. She has been dating the very villain he was trying to take down the entire time? Then Dr. Horrible changed himself into Kal-El as he said, "Now where were we?"

"You!" Penny splashed water onto him, making him turn back to normal.

"You?!" Audrey said. Xero went to him and slapped him in the face.

"But-" Dr. Horrible tried to explain.

"I'll pay the bill." Bartok said as he went to pay the bill that was coming.

* * *

Outside, it started as raining as Penny, Xero, Audrey and the others walked in the rain, feeling brokenhearted and betrayed. The cubes that Dr. Horrible made turned back into the trash once the rain drops fell on them.

Then the invisible car parked in front of them and Dr. Horrible came out. "I can explain!"

"You don't have to!" Ted said as they all turned away from him.

"Penny," Dr. Horrible said. "What about everything you just said? About judging a book by its cover?"

"Oh well, how about we take a look at the facts?" asked Penny. "You destroyed Gizmoduck, you took over the city and then you actually got me to care about you!"

"I felt so mislead." said Iago.

"Why are yo uso evil?" asked Penny to Dr. Horrible. "Tricking me? What could you possibly hope to gain?" The villain looked at Penny with big apologetic eyes and Penny understood what that meant. He has fallen in love with her! "Wait a second...I, I don't believe this! Did you ever think that I will ever be with you?"

"No." said Dr. Horrible sadly. Then he watched Penny and the others leaving so he left as well. Penny looking back sadly and continued walking home in the rain.

* * *

End of Chapter 9

Poor Dr. Horrible. Dumped. Can't you at least feel sorry for him. Kinda feels when he was in his own movie. Anyways, the next chapter is where Dr. Horrible finds out that Syndrome has a face-heel turn. Read and Review.


	11. Chapter 10: Syndrome Turns Evil

Here is the chapter where Syndrome reveals his true colors.

* * *

**Chapter 10: Syndrome Turns Evil**

Dr. Horrible returned to the lair after his brokenhearted date in which Penny dumped him along with her crew.

"Okay, Moist, you were right." he said. "I was...well...less right. I say we should stick to what we do best: being evil. Moist?" then he remembered the shapeshifter had left and he looked around his pictures and realized he still has one thing left: his plan.

He whistled and the Centurions came to him and she said, pointing to a robot, "You! Yes you! Bring out Dracula's Monster!" the robots rushed to the closet where the said outfit was kept and started to fit him in it.

Dr. Horrible's now wore Dracula's Monster, which is an outfit consisting of a black cape, green boots, a brown shirt with green gloves, a black jacket and black pants and on him was make up on his face.

He waves his arms and the Centurions formed walls and limbs as they formed a platform below him in the air.

"Okay, Syndrome." said Dr. Horrible with determination. "It's time for you to go down with style!" he then laughed evilly as the Centurions continued to take shape.

* * *

The next morning, Dr. Horrible was stomping around town in a giant hunchbacked robot he was controlling, sending all the citizens into a scared silly frenzy. He stomped into the mayor's office and said, "I hear there's a new hero who dares challenge my greatness!" Dr. Horrible said. "Where is the one they call Syndrome?" He showed off his giant robot as he waited for the superhero to come.

* * *

One hour later...

Dr. Horrible sighed as he drummed his fingers.

* * *

Two hours later...

He was playing with a car like a toy until he put it in the water. Finally, Dr. Horrible couldn't wait no longer. "This is embarrassing!"

* * *

Dr. Horrible stormed his way to Buddy's apartment building as he said, "Out of all the lazy, bone-brained, rude...unprofessional, that's what it is!" he made a giant punch in the wall of Buddy's room and walked in himself. "Would Gizmoduck keep me waiting? No! He was a pro!"

As it turns out, Buddy was playing videogames. "Hey, Dr. H!" he said with a smile. "You're actually someone I wanted to see. And I do have a door, you know?"

"Do you have any idea how long I waited?" asked Dr. Horrible as he stood in front of the screen.

"Oh, was that today?" said Buddy, sarcastically, "Oh well. Move over!"

"Were you even planning on showing up?" the villain said and then he saw a sight that surprised him: Buddy had tons of money, devices and other valuables. "Where did you get all this stuff?"

"It doesn't belong to me." whispered Buddy.

"You stole it!" said Dr. Horrible in shock.

"Isn't that cool?" asked Buddy.

"No, no, no, no, no, no! You're the hero!" protested Dr. Horrible. This wasn't supposed to happen.

"Well, being the hero is for losers." said Buddy. "It's work, work, work all day and all night and for what? I only took the gig to get the girl and it turns out Penny doesn't want anything to do with me." he took the magazine from a few chapters ago and zapped it into ashes, leaving Dr. Horrible dumbfounded.

"Penny?" asked Dr. Horrible.

"Yes, Penny!" said Buddy. "I saw her having dinner and making googly eyes at a laundry patron."

"Ohhh!" Dr. Horrible realized that Buddy has seen them and knew this isn't good.

"Well, who needs all of that noise?" said Buddy. "That's why I think we should team up!"

"Team up?" Dr. Horrible said in disbelief.

"With my power and your brains we could rule the city!" said Buddy. He then showed him a drawing of them in cool costumes, "You'd be the brain so you'd get a little brain wearing glasses on your costume or something. And since I'm the cool one, I'd have, like two tanks sword fighting..."

Then he got really ticked off and said, "I can't believe you. All of your gifts, all your powers and you.. you're using them for your own personal gain."

"Yes!" Buddy said happily.

"No!" exclaimed Dr. Horrible. "I'm the bad guy, you're the good guy! I do something bad, you come and get me! That's the way I created you!"

"Yeah right, you're nuts!" said Buddy. "Besides, Space Dad told me-"

"Well, I'm your Space Dad!" Dr. Horrible said. He used his watch and transformed into Kal-EL. "You should be more like Gizmoduck!"

"What? You tricked me?" Buddy was shocked.

"Oh, there's more." Dr. Horrible said, turning back to normal before he used his watch again and turned into Billy, "I'm also the laundry patron dating Penny!"

"No!" Buddy said.

Dr. Horrible turned back to normal and said, "And we were smooching up a storm!" he made kissy noises making Buddy fill up with rage! This is where the fighting starts.

"And the hero strikes the first blow! But evil returns with a back hand!" said Dr. Horrible as he uses his robot battle suit to hit Buddy sending him far to the street, almost burying him in it. Dr. Horrible laughed. Buddy wasn't through. He flew back to finish him off, but he didn't notice that Dr. Horrible hid by a wall with an ad on it.

A painter saw this and screamed, but Dr. Horrible shushed him and cackled quietly while he tiptoed away.

"Come out, you little freak! I wanna see what that big brain of yours looks like on the pavement!" Buddy said.

Unknown to him, a tap was tapped on his head. He looked up and saw that Dr. Horrible still inside his battle suit was there. Then Dr. Horrible punched him so hard that Buddy ended up sticking his head through the wall, just as a couple Ty Archer and Riely Daring were having Chinese food. Buddy in anger flew back as Ty and Riely watched.

"Uh, maybe we should've went to the restaurant." Riely said. Ty nodded in agreement.

Dr. Horrible continued running and laughing, "You fell for the oldest trick in the book!" He ran one way while Buddy went the other way still trying to catch an eye on him.

"Where are you, you little twerp?" said Buddy. Then Buddy saw him and flew to his direction and BAM! Dr. Horrible used a lamppost for a sword. Suddenly, Buddy took it and flung him across the road before grabbing a lamppost of his own and they started to 'fence'.

As they battled, Dr. Horrible was unaware that Buddy's anger was growling, the more they battled through the city. He was just so happy to be in a superfight again.

"This is for stealing my girlfriend!" Syndrome said as he sent Dr. Horrible in his battlesuit flying. He flew up and said, "This is for Space Dad for making a fool out of me!" he then pinned the villan all the way down to the ground before he punched the glass and grabbed Dr. Horrible, "And Dr. Horrible, this is for Space Pet! YOU LIED TO HIM!"

"Nice, I thought that battle went really well." said Dr. Horrible. "I do have a few notes."

"Notes?" Buddy/Syndrome asked.

"But they can wait. You can take me to jail now." said Dr. Horrible.

"Oh no, no, no. I was thinking more like the morgue. YOU'RE DEAD!" shouted Syndrome before he used his electric like powers.

"Whoa, whoa, whoa. That's not how you play the game!" Dr. Horrible said.

"Game over." said Syndrome.

Dr. Horrible saw the eject button which you should never push. Before Syndrome could do anything, Dr. Horrible got sucked up and then spat out of the robot through the other way before flying through the air, screaming.

"Centrions!" screamed Dr. Horrible.

Then the Centrions came and carried Dr. Horrible through couple of roads and he flew away with a very ticked off Buddy after him. Then the villain saw that Buddy was catching up to him and spoke to them, "Centrions. The field safe." Before Buddy could punch Dr. Horrible, a glass safe fell on him.

"Aha!" said Dr. Horrible happily. "Guess what, dope? It's made from glass. The same thing used to defeat-" suddenly, Syndrome's fist bursted out of the hatch and Dr. Horrible got away. "...Gizmoduck?"

"You," Syndrome said as he broke the hatch, "Should stop comparing me to Gizmoduck!"

Dr. Horrible didn't know what to do except escape. Just as Syndrome used his powers to lift up the glass and toss it, but Dr. Horrible escaped just in time.

Everyone else was cheering, but Syndrome was mad, "You can run, but you can't hide!"

"We're saved!" said the Mayor happily. "We're saved! What's your name, new hero?"

"It's Syndrome." said Syndrome.

"Syndrome has freed us!" said the Mayor.

"Oh, I wouldn't say free." said Syndrome. "More like...under new management." Then he flicked the mayor away as the crowd gasped in shock. This was no superhero! It was a supervillain!

* * *

End of Chapter 10

Oh no! Syndrome's now the bad guy! The next chapter is where they find the shocking truth. You'll find out, but for now. Read and Review.


	12. Chapter 11: The Shocking Truth

Here is the chapter where Dr. Horrible, Penny and the crew discover something they'll never forget.

* * *

**Chapter 11: The Shocking Truth**

_Ding-dong._

Penny, Xero, Mole and Audrey's apartment doorbell rang as the little window on the door showed Dr. Evil looking desperate. Penny held back the door as Dr. Horrilbe tried to get in. "What do you want?" she asked.

"Syndrome's turned evil." said Dr. Horrible.

"Congratulations," said Penny sarcastically. "Another one of your plans backfired. And why did our doorman let you up?" Dr. Horrible handed them a small blue cube.

"Marcus." Xero gasped. Penny glared at him and pushed on the door.

"No, wait, Penny, Xero, Audrey, Muskrat!" Dr. Horrible begged. "I need your help."

"It's Mole." Mole said, uneasy. "And why would you need our help?"

Dr. Horrible sighed, "Because you're the smartest people I know."

"Should we let him in?" Audrey asked Penny.

Penny sighed and opened the door, unlocking it, "You can't stay here."

"The glass didn't work." said Dr. Horrible. "Why didn't the glass work?"

"Glass?" Penny asked. "You're not making any sense at all."

"Look, if we don't find out Syndrome's weakness, he'll destroy the entire city." said Dr. Horrible as he looked out into the city.

"What can we do?" asked Penny.

"We have to think of a plan." said Dr. Horrible. "You knew Gizmoduck the best, Penny. Did he have a hideout? A cave? A solitary fortress? Anything?"

"Well, there's only one place." said Mole.

"They say it's so secret that if you mess with it, Gizmoduck will come out and kick your butt." said Xero.

"Yeah." Audrey agreed. "I'll call Ted, Screwy, Bartok and Iago."

"You do that." Dr. Horrible said.

* * *

The newsvan with Penny, Audrey, Xero, Mole, the crew and Dr. Horrible drove out of sight of the city and down a drift word.

"I don't get it." said Iago. "If you gave Syndrome all those powers, then why can't you just take them away?"

"Because Iago, I can't." said Dr. Horrible. "I left my defuser gun in the invisble car...the night you dumped me...alone...in the rain...did you ever look back?"

"No!" Penny said as she slammed on the brakes, sending Dr. Horrible's head right smack into the window.

"Ah! My nice head!" he said.

"Oops." Penny said. "Well, I guess we're here."

Everyone left the van and Dr. Horrible saw a sight that made him amazed: It was the little red school house he used to go to when he was younger! "So there is where he hid it." he said. "After all these years, my old schoolhouse."

"What was your real name?" asked Bartok as they walked down the hall.

"Billy." said Dr. Horrible.

"Like that boring museum guy." said Xero.

"I think there's an apology in order here." Penny said.

"That would be nice." said Dr. Horrible as he ran to the door. "But make it quick."

"She meant you." said Ted. They all went in and Dr. Horrible was amazed by at the awards, pictures, magazine covers, and even a silver cape with purple fur on the collar.

"Wow. He kept all of this?" asked Dr. Horrible. "I never knew he cared."Then he saw the cape. "Oh, I remember when he wore that."

"Stay focused." Screwy said as the crew looked around for a clue.

"Right, right." the distracted villain said. Then Penny found something and said, "Take a look at this.

"What is it?" Dr. Horrible said, wearing the cape. "What did you find?"

Penny looked at the villain wearing the cape and said, "Look." he pointed to a glass of water with ice inside.

"So?" Mole said. "It's a glass of water and ice."

"And I thought Gizmoduck's weakness is glass." said Ted.

"Don't you think it's a bit weird that the ice in the glass hasn't melted yet?" Penny asked.

"One of life's great mysteries." said Dr. Horrible.

Then they heard a creak behind them, they turned and came face to face with...

"Hi." said Fenton.

"_**AAAAAAAAAAAAAAAAAAAAHHHHHHHH HHH!"**_ Dr. Horrible, Penny, Ted, Audrey, Xero, Mole, Bartok, Iago and Screwy screamed. Gizmoduck was alive!

* * *

"Syndrome, thought to be the city's new hero, is now destroying the city with mass destruction." a newsreporter said on TV. Moist was in a small room watching TV with a sad look on his face. "If only Gizmoduck was still alive."

* * *

"You're alive?" asked Penny.

"You're alive." gasped Dr. Horrible.

"I'm alive." Fenton said sheepishly.

"But-but-but we saw your skeleton." Audrey said. "You were dead!"

"Are you a ghost?" asked Dr. Horrible as he pulled Fenton's cheeks.

"There'd better be a powerful explanation for this!" Penny said.

Fenton looked at the very confused crowd and said, "Okay, okay, you all deserve the truth. It all started back at the observatory..."

* * *

**Flashback...**

Fenton, as Gizmoduck was at the observatory before it was destroyed and everything was in slow-mo. _"Penny, Audrey, Xero, Mole and the others were captured and I was gonna stop you, but my head wasn't in the game that day. So I used my superspeed to clear my head." _Now the world was standing still as Fenton looked around the evil lair._ "Then I realized this: we had done the same silly charade our entire lives. I've tried to get my mind off of how I was feeling, but I just felt stuck. And I began to realize, despite all my powers, each and every citizen of Cartoon City had something I didn't: a choice. Ever since I can remember I've always had to be what this city wanted me to be. What about what I wanted to do? Then it suddenly hit me, I do have a choice! I can be whatever I want to be. No one said that this hero thing had to be a lifetime gig. You can't just quick either. That's when I got the brilliant idea to fake my death."_

"Glass...drains my powers!" Gizmoduck said, and while Dr. Horrible didn't notice, he laughed to himself.

_"Once your death ray hit, I never felt so alive. I borrowed a prop from a hospital and Gizmoduck was dead..."_

**End Flashback...**

* * *

"...and Fenton the Rocker was born!" Fenton finished.

"Fenton the Rocker?" asked Penny.

"Yeah, that way I could keep my colors." said Fenton.

"What?" The group asked.

"Check his out." He took out a guitar and began singing terribly.

Fenton:_** I have eyes, that can see right through lead**_

"Aah! Make him stop!" Mole said, covering his ears.

"That was horrible!" said Penny.

"Granted, you have talent, but there's a mad man out there destroying our...your city!" Dr. Horrible said.

Then Penny started piling Fenton with stuff as his crew only did no avail to harm him.

"I can't believe you!" Penny said. "How could you do this to us?"

"The people relied on you and you just deserted them!" Audrey said.

"We had to mourn on TV for you!" Xero said.

"And what's worst is...you left us in the hands of HIM!" Screwy said, pointing to Dr. Horrible. "No offense."

"No, Screwball, I'm with you." said Dr. Horrible, calling Screwy by his full name.

"I'm sorry, but I'm done." said Fenton as he faced Dr. Horrible, "Look Bill, every Yin always has a Yang. It took me long to find my real calling, now, you have to find yours"

That left Dr. Horrible speechless. Gizmoduck retired and now there's no superhero left to save the day. What would he do?

* * *

End of Chapter 11

The next chapter is where after Dr. Horrible goes back to jail, Penny and the others get captured and the good news is that someone's gonna bust Dr. Horrible from jail. Read and Review.


	13. Chapter 12: From Bad to Worse

Here is the part where things will go from bad, to worse.

* * *

**Chapter 12: From Bad to Worse for Everyone**

Dr. Horrible, Penny, Ted, Audrey, Xero, Mole, Screwy, Iago and Bartok left the schoolhouse. Fenton has retired from her supergig and now he was leaving Dr. Horrible to choose what to do.

"Who needs him?" Ted said.

"You said it. We can beat Syndrome ourselves." Xero said. "I say we go to the lair, grab some ray guns, hold them sideways and go all gangsta on him."

"We can't." said Dr. Horrible as he walked away.

"So that's it. You're just giving up?" asked Penny.

Dr. Horrible turned to them, "I'm the bad guy. I don't save the day, I don't fly off into the sunset and I don't get the girl. I'm going home."

With that, he walked away while Penny and the others looked baffled and sad. Now what do they do?

* * *

Dr. Horrible hopped off the bus to jail and walked up to the police men who handcuffed hiim and took him back to his cell.

* * *

Meanwhile, Penny drove around the city in the newsvan with Audrey, Xero and the others.

Bartok joined Penny as he perched at the front seat. "So what's the plan?"

"We'll find Syndrome and try to talk our way out of this madness." Penny said.

"And what happens if this plan doesn't work?" the bat asked.

"Then we're in deep trouble." said Penny.

"If that happens, can we stay in the van?" asked Mole.

Syndrome was in the middle of spelling out his supername with his lazer from his fingertips until the carnage in front of him made the words "SYNDROMEVILLE". Syndrome smiled evilly, but that faded when he heard Penny call his real name, "Buddy! Buddy!"

Buddy/Syndrome lands on the ground and walks to the girl, "Let me guess after seeing how wonderful I truly am, you've finally come to your senses. Guess what? I'm over you!"

"One, I was never gonna have you as a boyfriend anyway and two, my crew and I come to stop you." said Penny.

"Stop me?" Syndrome laughed. "What are you gonna do? Report me to death?"

"We've worked together before. I know you." said Penny.

"You don't know me! You never knew me!" Syndrome proclaimed. "The only time we've ever been together in public is when I'm destroying the city!"

In the van, Penny's sisters and friends, peeked from the door with a scared look on their faces, knowing that this isn't gonna end well.

"I wanna talk to the real Buddy." Penny said. "The one who likes Mr. Incredible, parties, eating dip and being a nerd and a cameraman and not being the scary-"

"Too late!" Syndrome said. Penny knew this wasn't good and as the new villain looked at her crew.

Screwy nervously laughed, "Uh, just rehearsing for a play?"

* * *

Back in his cell, Dr. Horrible was flipping channel after channel when he saw Syndrome on the TV.

"Dr. Horrible!" he said, "You and I have a score to settle. Meet me at Cartoon City Tower and just so you don't get cold feet..." Syndrome turned the camera to the tower and it showed Penny, Xero, Mole, Ted, Audrey, Bartok, Screwy and Iago tied up to the antennae.

Ted laughed, "You know, this is all a big mistake and-how about we forget this ever happened okay?"

"Penny? Guys?" Dr. Horrible gasped.

"Come on, Penny." said Syndrome.

"Dr. Horrible, I don't even know if you're listening. But if you are, you can't give up. The real Dr. Horrible I knew would never run from a fight, even when he knew he had absolutely no chance of winning. It was your best quality. You need to be that guy right now. The city needs you, my sisters needs you, the crew needs you...I need you." Penny said.

"Penny!" Dr. Horrible said.

"You have one hour. Don't keep me waiting." Syndrome said.

Then the TV went static. Dr. Horrible ran to the door of his cell and banged it so hard as he could. "Skipper! Skipper, let me out! Syndrome has to be stopped!"

Skipper walked up to Dr. Horrible, standing on stilts and said, "Sorry, Dr. H, you have an 88 life sentences to go."

After a while, Dr. Horrible said, "Do you want me to say it? I'll say it, here it is from the very blackiest part of my heart: I...AM...SORRY!" As he said "sorry", he pressed his face to the window and let his face slip.

Skipper wasn't moved a bit, "Not buying it."

"I don't blame you." said Dr. Horrible sadly. "I threatened the city countless times, created a hero who turns out to be a villain, I lied to Penny, her sisters and their friends. My best friend Moist and I treated him like dirt. Please, but don't make the city, make Penny and the others pay for my wrongdoings."

"Apology accepted." said Skipper.

The penguin opened the door! "Apology accepted!" Then he turned on a familiar watch on his arms and revealed himself to be...

"Moist!" Dr. Horrible smiled. "Oh, you fantastic shapeshifter, you!" The villain says as they walk off.

The real Skipper tied up on his chair said, "Good luck guys!"

* * *

End of Chapter 12

The next chapter where Dr. Horrible and Syndrome have one final battle while saving Penny and the others. Read and Review.


	14. Chapter 12: Dr Horrible Saves the Day

It's Raina again. I have another story that Got me interested on doing after reading Emmydisney17 and trachie17's parodies of "Megamind". Also, I finally have a main role for the main couple after seeing "Dr. Horrible's Sing-a-Long Blog". I don't own "Dr. Horrible's Sing-a-Long Blog", "The Lorax(2012)", "The Modifyers", "The Incredibles", etc.

Summary: Dr. Horrible turns to the side of good after falling love with a beautiful reporter Penny and the new hero he creates becomes evil.

**Horriblemind**

**The Cast**

Megamind...Dr. Horrible(Dr. Horrible's Sing-a-Long Blog)

Roxanne Richi(Megamind's love interest)...Penny(Dr. Horrible's Sing-a-Long Blog)

Extras with Penny...Ted and Audrey(The Lorax 2012), Iago(Aladdin), Bartok(Anastasia and Bartok the Magnificent), Screwy Squirrel(Screwy Squirrel), Agent Xero and Mole(The Modifyers)

Metro Man...need help

Hal/Titan(Tighten)...Syndrome/Buddy Pine(The Incredibles)

Minion...Moist(Dr. Horrible's Sing-a-Long Blog)

Bernard...Billy(Dr. Horrible's Sing-a-Long Blog)(for this story, he and Dr. Horrible are two different people)

The Warden...need help

Megamind's Brainbots...need help

The Mayor...The Mayor of Townsville(The Powerpuff Girls)

Here you have it. Read and Review.

Here is the first chapter to the story.

**Chapter 1: The Very Beginning**

**Detective88 Stories Presents**

"**Horriblemind"**

**Starring**

**Neil Patrick Harris as Dr. Horrible and Billy**

**Felicia Day as Penny**

**Hamilton Camp(May he rest in peace) as Gizmoduck**

**Jason Lee as Syndrome**

**Zac Efron as Ted Wiggins**

**Taylor Swift as Audrey**

**Wally Mahr(may he rest in peace) as Screwy Squirrel**

**Gilbert Godfried as Iago**

**Hank Azaria as Bartok**

**Mae Whitman as Agent Xero**

**Jeff Bennett as Mole**

**Tom McGrath as Skipper**

**Tom Kane as the Mayor **

We see a nice sunset as a man in Neil Patrick Harris's voice starts to narrate.

"_Here's my day so far, I went to jail, lost my best friend along with the girl of my dreams. I even got my butt kicked real good. Well things couldn't be any worse could it?"_

Then the person who was narrating this was falling. He was a man with dirty blonde hair, a white labcoat, goggles and black gloves. He was trying to reach a gun as he was falling to his doom.

"_Oh...that's right...I'm falling to my death. Guess they can't. How did this all come to this? Well, my end starts at the beginning...the very beginning!"_

A flash appears before we flash back to everything before what the man was narrating. Now we see a baby with goggles, and dirty blonde hair and he wore white footie pajamas.

"_Yes, that's me."_ The voice said. _"I had a fairly standard childhood. I came from what you might call a broken home." _

The baby was then picked up by his mother who had long dirty blonde hair and she and her husband, the baby's father(who resembled a little like the man from earlier except with a mustache) ran to a little space pod because the home they're living in was breaking apart and an alarm was sounding off.

"_Literally broken." _the voice said. _"I was only 8 days old and still living with my parents. How sad is that? Clearly, it was time for me to move on." _

The baby's parents who are sad to let their baby go, put him in a space pod, so that way he'll escape and be safe somewhere else.

"Here is your minion." said the mother giving the baby a hamster. "He would look after you." (A/N: In this parody Moist will be a shapeshifter which means he can turn into anything and a human again at any time).

"And here is your binky." The father said as he gave the baby his pacifier. "You are destined for..."

The ship closes leaving the baby confused.

"_I hadn't quite heard that last part, but it sounded important. Destined for...what?" _The voice said.

The ship took off and zoomed off into the galaxy out through a black hole. In turn, another space pod zoomed out of the same black hole.

"_Turns out somebody got the same idea." _the voice narrated.

The other ship hit the ship making the baby bounce around the pod until he hit the window. The baby then glared at the other baby who was a humanoid duckling with silver footie pajamas and a wheel for feet.

"_That was the day where I met Mr. Goody Two-Shoes."_ said the voice.

The other baby across from him blew a raspberry at him before he put the pacifier back in his mouth and the two ships went straight to Earth.

"_And our glory rivalry was born!"_ the voice said.

As the two rockets zoomed downwards, the baby looked down and saw a huge mansion and smiled.

"_Was this my destiny? A life filled with luxury?" _

Before the rocket landed, it crashed into the ship causing the escape pod to change coarse while the other ship landed inside and nestled presents near a Christmas tree where a man named Donald Duck and his wife Daisy Duck. But for the outcast scientist baby, I'm sorry to say that it was headed for the city jail.

"_Apparently not." _

Meanwhile, Daisy walked up to the rocket and latch opened, revealing the baby duck who winked at her. "A baby! How cute!" Daisy said as she observed the baby. Donald was reading the paper, "Uh, yes, I saw it and thought of you."

Back at the prison, the escape pod opened up to reveal the baby and she looked at the prisoners around her.

"_It was nice to have found a place where I could call home."_

One of the prisoners looked at the baby. "Can we keep it?" the prisoner asked.

Later, the baby was being taught by three villains, Armando, Tipa and Marcel on what's right and what's wrong. Or the other way around. Marcel held up a card and showed it to the baby and she shook her head "yes" and the baby followed her. Marcel then showed him a card that had a picture of a police man and he shook his head 'no' and the baby followed him.

"_I was given a name. A real good name: Billy." _

Then the baby drew his name on the floor with a crayon.

"_Mr. Goody-Two-Shoes also got a name: Fenton Crackshell! And he had life handed to him on a silver platter."_

At the Duck house, Fenton was flying around while Daisy held onto him.

"Our baby Fenton can fly, Donald!" Daisy said to Donald who is still reading the paper.

"Yes, nothing for the best of you...darling..." Donald said, not really looking up to see the two fly. Baby Fenton flew around the living room.

"The power of flight, unbreakable bones and a great wheel instead of feet."

Back to Baby Billy

"But I had the power of inventions and making diabolical machines."

With Moist now a 2 year old boy by his side, baby Billy rode his bike that he handmade down the halls with some prisoners behind him. He punched through the walls and watched the walls crackle and finally eventually break. They are finally free, but suddenly baby Billy was stopped by the warden, a serious looking penguin named Skipper and he shot him an angry look.

7 years later and Billy grew some more before he went on a bus.

"_After a few years-and with some time off for good behavior-I was given an chance to better myself at a place called "school.""_

At a little red schoolhouse, Billy who is now wearing a white shirt, blue pants and brown shoes walked in. He then saw Fenton, now wearing a purple shirt, black pants and a blue baseball cap. He was spinning the teacher's desk with the teacher, Fantine on it.

"There I crossed paths with Mr. Goody Two Shoes who had already won everyone's attention with his powers."

When we see Billy and Moist(who had just transformed into a cat) look a bit offended when they saw the looks that everyone was giving to them.

"Not only did Fenton had the power of flight, but he had tremendous strength and

Fenton took a popcorn thing and used his lazer from his eyes to pop popcorn out for everybody, making them cheer while Billy smiled at that.

"_That's when I had an idea! If I could make this popcorn, I could win them over with my intellect." _

Billy was drawing in her cell, thinking of what she could do to win over her classmates and Moist was watching her.

"Lights out." Skipper exclaimed as he was walking Billy's cell and the lights turned off. After Skipper left Billy's cell, Billy used a light from his binky and Moist was fast asleep.

The next day, Moist(in human form) did a little dance before he took out a ray gun and gave it to Billy who popped the popcorn, but it caused a fire instead. Fenton grabbed Billy and put him in the corner for a time-out before going to the fire, put it out with his water powers and getting a star from Fantine.

"_That's when I learned a hard lesson. Good gets all the glory while the bad gets sent to time out in the corner."_

Later, all the students and Fantine were in a circle singing "Itsy Bitsy Spider" and Billy was in a corner with Moist as he was fiddling with water in a glass.

_"While they were learning "The Itsy Bitsy Spider. I learned how to dehydrate animate objects and rehydrate them at will." _the voice narrated as Billy used his ray gun and dehydrated Moist until he was a cube. He then took the cube and put it in a glass of water, hydrating and transforming Moist back to normal. _"Sometimes it'll figure like it would be Moist and I against the world."_

They then started to play dodgeball and Billy was picked last, making her the target. And he lost...again...as always.

"_No matter how hard I try. Iw as always the last one picked. The black sheep and everyone teased and picked at me."_

The next day, Billy used some weapon helmet to make the balls miss him, but unfortunatley cause a bit of destruction and knocking Skipper and the penguins out from the jail. One ball broke a window and the other was about to hit Fantine, but Fenton came in just in time and blocked it. Later, he had just sent Billy to the corner and got another gold star from Fantine.

"_Was this my destiny? Maybe it was! After all, being bad is the one I'm good at! So if I was the bad boy, then I am going to be the baddest boy of them all."_

With that, Billy grabbed some chemicals and beakers. A few minutes, the school was covered in purple powder and smoke and Billy was sent on the bus back to jail.

"_I was destined to be an evil genius! And we were destined to be enemies."_

Fenton, covered in the powder blew a raspberry at Billy and took his schoolhouse along with Fantine and the other students to somewhere far away. Now we see Fenton and Billy as adults in the newspaper.

"And that was the start of an epic lifelong career and boy, did I love it! He would win some battles, I would almost win others. Fenton took on the name Gizmoduck, defender of Cartoon City, and I took a more humble and sophisticated name: Dr. Horrible! The most evil incredible master of all villainy!"

End of Chapter 1

Sorry about the long procrastination on this. Anyways, the reason why Dr. Horrible is called Billy at this moment was because since he and his alter ego are two separate people, I thought it would be great if in the movie Megamind's real name would be Bernard, like the curator that happens to be later in the film. Anyways, read and review.

Here is the chapter where Dr. Horrible escapes and kidnaps Penny, her sisters and their friends.

**Chapter 2: Dr. Horrible's Escape**

In the present, Skipper was walking down the halls of the prison. They walked past a bird named Mordecai.

"Read on your own time." Skipper snapped at him. "Open up!" As Skipper went to a cell, which is the cell where Dr. Horrible is kept for many years, the window to the cell opened up. The chair turned...but no one was there.

"Boo!" a man shouted, scaring Skipper. It was a man with dirty blonde hair, goggles and he wore orange prison clothes; he's Billy or by his alter ego Dr. Horrible, and he's now 24 years old. He laughed as he sat on his chair, "Good morning, Warden. Good news: I've changed and I'm ready to reenter the outside world as a changed man."

Skipper wasn't buying that crud. He know that was just a ploy for Dr. Horrible to escape and cause mayhem just like what happens every time.

"You're a villain and you'll always be a villain. You'll never change, nor will you ever escape." Skipper said.

"You're fun." said Dr. Horrible.

The penguin showed the villain a present and said, "You got a present in the mail."

"Is it a hand grenade?" asked Dr. Horrible. It wasn't a grenade at all, don't ask. Instead, the present was a fancy looking watch with a note, "From Gizmoduck," Skipper read before he read what the note said, " "To count every second of your life long sentences." I didn't know Gizmoduck could be a gloating type..." He then looked at the watch with a smile and said, "But he does have such taste. I think I'll keep it."

"Any chance you could give me the time?" asked Dr. Horrible. "I don't wanna be late for the big opening of the Gizmoduck museam."

Skipper looked at the watch and said, "Oh no, looks like you're going to be late. For the next million years." Then he left.

"Oh am I?" Dr. Horrible asked. Then he started to laugh evilly for it all was gonna go according to plan.

Meanwhile in a red Ferrari moved around as a little screen with the image of the watch read "Disguise Generator Activated", a finger pressed the set of button that glowed, "Stealth mode" as a female voice on the radio said, "Happy Gizmoduck Day, Cartoon City!" the then now invisible car zoomed down the street and we move on to see the sky high view of Cartoon City where everyone has gathered to see the opening of a museum dedicated to their superhero guardian who saved the day numerous times who everyone knows as "Gizmoduck.""

"It's a wonderful day in wonderful downtown where we're here to honor a wonderful man, Gizmoduck." Next we see who the voice belonged to. It was a young 22 year old woman with red hair, blue eyes and she wore a printed dress under a orange sweater and she had white stockings and black shoes; she's Penny, the reporter of this story.

With her were three kids, a bat, a parrot, a robot and a squirrel. The first kid was a 10 year old girl with long pink hair with an orange streak, a black headband, blue eyes, a white dress with a black belt, white boots, and a pink ring on her finger; she's Agent Xero, Penny's younger sister.

The second kid was a 14 year old girl with long orange hair, green eyes, a green shirt with a yellow overall skirt and green shoes; she's Audrey, Xero's older sister and Penny's middle sister.

The third and final kid was a 13 year old boy with messy brown hair, blue eyes and he wore a white shirt under a orange/red striped shirt, blue jeans and sneakers; he's Ted Wiggins, Audrey's boyfriend.

The parrot had red feathers and he had a yellow beak and feet and blue tips on his tail feathers; he's Iago.

The bat had white fur and pink ears, hands, eyes and feet; he's Bartok.

The robot looked a little like a lunchbox with blue all over, black arms and legs and a red letter "M" on his tummy; he's Mole, Xero's partner in crime.

The squirrel had orange fur with white fur on his muzzle with a bit of peach on it, buck teeth with one golden and a tuff of blonde hair; he's Screwball "Screwy" Squirrel.

"Like a cyborg flying through cyberspace, Gizmoduck had always came through for all of us, watched over us with is supervision and cared for us with his superheat." Penny said to the TV camera. "Now it's our turn to give him something back. This is Penny reporting live from the Gizmoduck museum."

Penny's camera man was a 25 year old man with freckles, red hair, a blue/white shirt, blue pants and shoes, Buddy Pine, stopped roling and said, "Wow, the dumb things they make people say is really dumb."

"Penny wrote it herself." Mole said, making Buddy make an "oops" face.

"Whoops! What I meant to say was that...it would have been so dumb for those people to not let...other people's creation of art and speech be heard by others."

"Nice save, Buddy." Penny said.

Actually, Buddy has a crush on Penny and he'll do anything to get Penny to go out with him. "So how about we go on the road and get some grub?" Buddy said to Penny.

"Come on, it's time to get into the Gizmoduck spirit." said Penny.

"Well, if I were Gizmoduck, Dr. Horrible wouldn't be kidnaping you a lot." said Buddy. True, Penny was the usual target for Dr. Horrible in order to get Gizmoduck to fall into one of his traps. "I'd be watching you like a dingo watches a human baby." This made Penny and the others creeped out. "Okay, that was weird."

"It is." said Audrey disturbed. Buddy kept on talking while unknown to the reporter girl and the others, the invisible car Moist is riding. Just then, a hand came and sprayed knock out spray at her face and Penny fell asleep. He then pulled Ted, Audrey, Xero, Mole, Iago, Screwy and Bartok inside and the window rolled up and the drove away.

Obvious to what happened, Buddy kept talking, "-I'm not saying that I love you-you know I love you, okay?" He then turned to face Penny and the others, but they were gone. "Penny? Ted? Audrey? Guys?"

Back in the jail, Skipper was walking down when the watch aka the disguise generator scanned her and in seconds, turned into Dr. Horrible. "Get back to work!" Skipper scolded two of the guards, Private and Kowalksi. "The city doesn't pay you boys to be lazy." Kowalksi and Private who thought Skipper was Dr. Horrible ran up to him and shocked the penguin. Then they dragged him back to the containment where the real Dr. Horrible was waiting for them when he crept away, he took the watch and Skipper turned back into himself. "No, you fools..." the dazed leader penguin told the commerades, "He tricked us..."

"You're right, Skipper." Dr. Horrible said as he turned into Skipper, "I'll always be a villain." he laughed evilly and the door closed, leaving the real Skipper, Kowalksi and Private shocked.

Outside, Dr. Horrible walked outside the jail, free as a bird.

Dr. Horrible waved at a guard Rigby and he waved back, not knowing that this was an imposter of the warden, then he smiled and the invisible car pulled forward, then a door opened to reveal Moist(human form), grown up.

"Well, sir, need a ride?" asked Moist.

"Sure do, you fantastic shapeshifter, you!" Dr. Horrible, still in his Skipper disguise, said.

"Oh, get in you." said Moist and Dr. Horrible hopped in and shouted in happiness as the car zoomed away, "I'm free!"

The villain turned back into himself and said, "Nice work, sending me the watch."

"No problem." Moist said and then Dr. Horrible said, "You got the girl?"

"Yep." said Moist. "And I've got her sisters and their friends." He pointed to the back seat where Ted, Audrey, Bartok, Mole, Xero, Screwy and Iago was, gagged and tied.

"Nice work." Dr. Horrible said. "Now...to the hideout!"

End of Chapter 2

Dang! Dr. Horrible has kidnapped Penny and the others. The next chapter is where we meet Gizmoduck and a shocking part. Read and Review.

Here is where we meet Gizmoduck for the first...and last time.

**Chapter 3: Rise and Fall of Gizmoduck**

We are now seeing a seemingly normal wall when a huge powerful force crashes it leaving a hole in the middle and one responsible for it was a humanoid duck with a wheel for feet a white suit, black gloves, a white helmet with marks and purple eye clover. This was Gizmoduck or Fenton Crackshell, Dr. Horrible's numero uno enemy.

"Hello, Cartoon City! Put your hands in the air!" he cried as the huge crowd cheered widly. Gizmoduck danced around.

The Mayor of Townsville then said, "Ladies and Gentlemen, your Gizmoduck!"

The said super took flight and asked the crowd, "Who's the duck?"

"Gizmoduck!" the crowd shouted as they could, adoring their hero.

Then he flew over the crowd and high-fived some hands, juggled some babies and gave them back to their mothers. The mayor tossed the mike to the superhero and he spoke and said, "Hey, Cartoon City. Everyone cheered llike crazy! Girls were squealing, eve two policemen who shot their guns off like noisemakers.

"Okay, everyone, let's bring it down a bit." Gizmoduck glided towards the crowd, "And that includes you. Thanks." He hovered over the crowd as he said, "Now if you don't mind. I like to say something." As he did, a girl named Paulina kissed his wheel. "I do love this gift, a museum dedicated after me, but do you know what really, really makes me happy?" He said as he soflty slid on the pond. "It's letting me protect you, the helpless people of Cartoon City...and as everyday ends I find myself asking myself, "What would I be without you""

"I love you, Gizmoduck!" said a random citizen.

"And I love you, random citizen!" said Gizmoduck. He laughed, spun around and then flew back into the air, sending the water at his wheel flying. Nothing can spoil this moment...or so they thought.

Meanwhile, Dr. Horrible and Moist's car stopped at a dark techno like area where everything was filled with used inventions and what not. Moist transformed into a gorilla and carried Penny and her troupe. Then two robots called Centurions dropped a curtain around Dr. Horrible as he changed out of his jailsuit and back into his normal clothes consisting of a shirt, black pants, and shoes under a white labcoat and purple gloves.

"How do I look, Moist." asked Dr. Horrible asked.

"Disgustingly horrible, sir." said Moist. The Centrions appeared as Moist said, "Looks like they all missed you."

"Who's a good baby?" Dr. Horrible cooed at the robots in baby talk, "Who's a good widdle baby waby?" then one of the robots tried to zap Dr. Horrible's, but he snatched his hand in time, "Ah, ah, ah, no zapping." Then Dr. Horrible took a garbage load of scraps and other metal junk. "Here are your snackies." the robots smiled and went off carrying the garbage can with them.

"They're so cute at that size." said Moist as he moistened up the floor.

"Now back to evil laughing..." said Dr. Horrible. He and Moist then started to laugh evilly and laughing all the way to the top of the lair which is decorated like a observatory. Then Penny, whose head is in a sack, started shouting.

"She's awake!" Moist said.

"Quick! To your places." said Dr. Horrible. He hopped to his chair and moistened one of the a Centrions to bring him a mechanical cat into his lap...to parody James Bond's villains.

Then Moist removed the bag from Penny's head as Penny gasped for air. Moist then put Iago, Bartok and Screwy in bird cages, tied up Ted and Audrey in one chair and tied up Xero and Mole on a pole(one of those flagpoles they stolen).

Dr. Horrible turned his chair to the group, revealing himself, petting the 'cat', "So...Miss Penny, we meet again."

"Would it kill you to wash the bag?" asked Penny. She has been kidnapped so many times, she's not fazed by anything anymore.

"Scream all you want, girl, but nobody can hear you." Dr. Horrible waited for Penny to scream, but nothing. "Why isn't she screaming?"

"Well, girl?" asked Moist to Penny, "Scream for him!"

"Like this: AAAAAAAAAHHHH!" Dr. Horrible screamed like a terrified person.

"Yawn." Ted said sarcastically.

Then the mechanical cat bit Dr. Horrible's hand making him scream for real as he tried to get the 'cat' off him.

"That sounded a lot better." Penny said.

"Oh sure, now he screams like a girl." Iago sarcastically remarked, making Xero, Bartok, Screwy, Ted and Audrey laugh so hard.

"Didn't you own a blog?" said Screwy, confused.

"Yes." said Dr. Horrible.

"Then do you guys have a nerdy website where you get coils and torture spikes?" Penny asked.

"Truth is..." Moist started, "Most of it come an outlet store in-"

"Don't you dare finish that sentence." Dr. Horrible ordered, then as Moist transformed to normal he whispered to Penny, "Transylvania."

"Moist!" shouted Dr. Horrible.

He rolled over to the two and said, "She's using his nosy reporting skill on that moist head of yours to find out our secrets."

Moist gasped, but his friend grinned, "Such a plan won't work on me."

"Talk a little slower." Penny whispered.

"Tempter." said Dr. Horrible.

"Come on!" Iago screamed. "I got a wife and three eggs waiting for their papa! COME ON! OPEN THE CAGE!"

"And I have a girlfriend waiting for me!" Bartok joined in. "Come on!" Dr. Horrible, Moist, Penny, Ted, Audrey, Xero, Mole and Screwy rolled their eyes.

"Enough!" Dr. Horrible shouted, making the parrot and bat stop.

"Don't worry, guys." Penny told them. "He's so predictable."

"Predictable?" asked Dr. Horrible. He then pulled a lever and said, "You call this predictable?" Then the ground opened up to reveal alligators.

"Your aligators, yes. We were thinking about that on the way over." said Penny, unimpressed.

"This is gonna be harder than I thought." thought Dr. Horrible. Then he pulled another lever and a huge loaded gun aimed straight and the eight and said, "Boom! In your face!"

Once again, they weren't fazed. "Cliche." said Screwy.

"Oh yeah?" asked Dr. Horrible. "Take this!"

He pulled another switch and set a razor sharp spinning spikes dangerously over the captives' heads, but they didn't flinch.

"Juvinile." Audrey said.

"Shock and awe!" said Dr. Horrible as he made razor sharp blades appear next to the captives.

"Tacky." said Iago.

"OH, IT'S SO SCARY!" Dr. Horrible shouted, now desperate to make Penny and her friends scared as he made a wheel with shoes appear from behind to kick the captives.

"Seen it!" Mole said.

"What does this one do?" Dr. Horrible asked, unleashing a flamethrower.

"Garish!" Ted said.

Dr. Horrible sighed in defeat before Penny said with a smirk, "The spider's new."

"Spider?" asked Dr. Horrible. He turns to see that there was a spider dangling in front of Penny. "Oh, yes the...spee-ader. Even the smallest bite of arachnus deathicus will instantly paralize..." Penny smirked and blew the spider on Dr. Horrible's eye. Then Moist accidentally knocked him to the ground, "AAAAH!"

"Give it up, Dr. Horrible, your plans never work." said Penny.

Dr. Horrible got up and said, "Let's just stop yapping and call your boyfriend with no legs and shining armor, shall we?"

Back at the ceremony, everyone cheered as Gizmoduck took a bow, "It's a great pleasure that I present Gizmoduck with this new museum." The mayor said and then he turned to Gizmoduck and said, "If you please."

The super nodded and used his heat vision to break the red ribon making the large cape fall down to reveal a statue of Gizmoduck and everyoen cheered. Among the crowd, Max Tennyson and his grandson, Ben Tennyson tried to see the statue, but a person in a brown coat and black hat blocked their view.

Max tapped the person's shoulder as he said, "Excuse me, my grandson can't see."

Suddenly, the person turned around, but it wasn't a person. It was a Centurion! More Centurions appeared and one of them carried a camera shaped like a telescope which grew bigger just as black smoke filled the sky. The Centurion went over to Gizmoduck and turned on the cmaera and two pictures of a certain villain appeared laughing.

Gizmoduck flew up and glared, "Dr. Horrible!"

In a mocking tone, Dr. Horrible clapped and said, "Oh, bravo, Iron Waddle."

Everyone booed at Dr. Horrible and he booed everyone back, "Boo! That's right, I can boo too. Boo!"

"I should've known you would try to crash the party." Gizmoduck said.

"I'm gonna do so much more than crashing." Dr. Horrible said, "This is the day that you and Cartoonity will never forget!"

"It's pronounced "Cartoon City"" The hero corrected.

"Oh, potato, tomato, potato, tomato..." said Dr Horrible as he pouted and crossed his arms.

"We all know how this ends: with you behind bars!" said Gizmoduck.

"Oh, I'm shaking in my custom baby seal leather boots!" He pointed at his boots as he said that. He then said evilly, "YOU will leave Cartoonity! Or this will be the last you ever hear of..." He then showed the image of Penny and the others, still tied. on the other screen, "Penny and her little circus troupe!"

"We're not a circus troupe! Xero and I are her sisters." Audrey said.

Gizmoduck gasped then he said, "Don't panic, guys. I'm on my way!"

"We're not panicking." Penny said.

"But we can't say the same about Mole, Iago, Bartok or Screwy." Xero said as Iago, Bartok, Mole and Screwy struggled not to panic but couldn't take it anymore.

"SAVE ME! SOMEBODY SAVE US! MOOOOOOMMMMMMYYYY!" Screwy screamed.

"Shut up!" Moist said to them, but most of them didn't.

"In order to stop me, you'll have to find me, Iron Waddle." said Dr. Horrible.

Then Penny quickly said, "We're at the abandoned observatory."

"Aha!" Gizmoduck said as Dr. Horrible yelped and changed the image back to his's.

"No we're not." said Dr. Horrible. "Don't listen to her, she's crazy."

Too late. Gizmoduck took to the skies and flew past the smoke clouds and high to the top of the city. He looked around and saw the old weathering away farmhouse and barn he zoomed past buildings and cranes to the observatory.

Back at the lair, Moist saw the super hero coming on one of the monitors. "The Microwave is coming!"

"Ha!" Penny laughed.

"Ha-ha!" Dr. Horrible said.

"Ha-ha-ha!" Penny laughed again.

Dr. Horrible smiled and laughed evilly as he pulled a lever and made all the devices that he tried to scare Penny with disappear making the captives wonder.

Gizmoduck targeted the observatory and dove down to save Penny and the others from the villain.

Penny and the crew felt like their hero was going to burst in and Bartok said, "Brace yourself. This is my favorite part of this kidnapping thing."

Finally, Gizmoduck crashed through the metal and landed...but where was Penny, Xero, Audrey, the crew and the villain? The only thing he saw was an X on the ground. "Hold on a second." he said.

Back at the lair, Penny, Audrey, Ted, Xero, Mole, Iago, Bartok and Screwy were confused.

"What gives?" Mole said.

"Where's Gizmoduck?" Bartok asked.

"Oh me, oh my." said Dr. Horrible as he pushed a button that showed the hero in the observatory and opened a window showing the real observatory.

"You didn't think you were in the real observatory, did you?"

Penny and the others gasped.

"You tricked him?"

"Why else? How horrible can I be?" Dr. Horrible said. He then said, "Moist, ready the Death Ray!"

"You got it, boss!" said Moist as he pulled the lever.

In outerspace, the ray opened up and charged ready to be shot at will.

As Gizmoduck tried to finger out what was going on, the camera turned on and Dr. Horrible's voice said, "Over here!" Gizmoduck turned and saw Dr. Horrible. "In case you didn't notice, you've fallen right into my trap."

"No one can trap justice." said Gizmoduck. "It's just an evil idea or belief!"

"But even the most heartfelt belief can be crushed over time." said Dr. Horrible.

"Justice is a never-crushing gem!" Gizmoduck said.

"But gems can also be broken by the hammer of Revenge!"

"Well revenge is best served cold!"

"But it can be recheated again in the baking oven of evil."

"Then I think your warranty is about to expire!"

"Maybe I've got an extended warranty!"

"Warranties are invalid if you don't use the product for its intended purpose!"

"Girls, girls, you're both pretty. Can we go home now?" Penny asked, trying to butt in.

"Yeah." Screwy said. "Minnie Hotcha, my girlfriend's preparing some nut pie for me."

"You can go." said Dr. Horrible, "That's if Gizmoduck can survive the mind-blowing power of my death ray!" Then he pointed to Moist and ordered, "FIRE!"

Gizmoduck and Dr. Horrible waited...and waited...and waited, but nothing happened.

With a sigh, Dr. Horrible trudged to the shapeshifter as he said, "Moist? Fire?"

"It's still warming up." said Moist.

"Warming up? The sun is warming up?" Dr. Horrible said in disbelief.

"Just one more second and..."

Back at the ceremony, everyone was getting bored and the mayor checked his watch as Moist said, "Just a tippy-tippy-tippy-tap more and..."

"Honestly!" Dr. Horrible cried out in anger.

"And we're ready in just a moment..." Moist said. Dr. Horrible facepalmed himself and said, "I told you once, I told you a million times!"

"Why do you always blame me?" asked Moist, both unaware that Gizmoduck was trying to fly but was mysteriously falling instead. This caught Dr. Horrible's eye and said, "Ah! My spider bite is acting up."

"Just admit it, Dr. Horrible, your plan is failing!" said Penny.

"Good luck with that." said Moist.

"Who's side are you on?" Dr. Horrible asked.

"The losing side." said Moist, Ted, Audrey, Xero, Mole, Iago and Bartok in unison.

"Can someone stamp my Constant Capture by Mad Scientist card?" asked Penny jokingly.

"You're so funny, my dear." Dr. Horrible. "only you of all people would know that we stopped making those jokes." then he turned to leave and said, "Bye-bye."

"Same time? Next week?" asked Penny asked.

"But can you leave us be...NEVER!" Ted asked.

Suddenly, they heard Gizmoduck groaning in pain. dr. Horrible stopped and asked, "What did he say?"

Moist shrugged as they saw Gizmoduck trying to fly again, only to fall down as the countdown finally started, "10 seconds to full power."

"I'm trapped." Gizmoduck said.

"What are you talking about?" Dr. Horrible asked.

"You mad doctor!" said Gizmoduck. "Your evil talent has finally paid off."

"It has?" asked Dr. Horrible. What is he talking about?

"This place is covered in glass!" said Gizmoduck.

"So?" the horrible doctor said.

"Boss." Moist asked as the ray was ready to fire.

"Glass...drains...my powers..." Gizmoduck coughed, looking very tired.

"Glass? Your weakness is glass?" asked Dr. Horrible. "You're kidding, right?"

Suddenly the ray hit and a very powerful blast hit the decoy observatory so hard that the blast send Dr. Horrible and Moist to the floor while their captives got dirty and wild hairdos. After recovering both shapeshifter and mad scientist looked at the huge fires and Moist said, "I don't think Gizmoduck could survive that."

"Well, let's not give our hopes up just yet." said Dr. Horrible.

Then Moist saw something and said, "Look!" something flew out of the explosion and saw soemthing heading towards them. "Gizmoduck.

Penny and the others said, "Gizmoduck."

Dr. Horrible looked until he suddenly realized what's gonna happen next, "GIZMODUCK!" Moist screamed and scrambled for a place to hide as they heard the armor go closer and closer and landed right on Dr. Horrible. It was Gizmoduck's armor. When he removed the helmet, a skull was there instead.

"AAAAAAAAAAHHHH!" Dr. Horrible screamed as he dropped the skull and scrambled from under the skeleton. The crew gasped and Bartok dead fainted.

Moist couldn't believe it, "You...you did it, pal."

"I did it?" asked Dr. Horrible in shock.

At the ceremony, no one could believe what they just seen. "He did it." said the Mayor in shock.

Back at Dr. Horrible's cell, the TV just shown as Skipper and the Penguins gasped.

"I did it?" asked Dr. Horrible.

"He did it." Skipper said.

"You did it, boss." said Moist happily as a smile formed on Dr. Horrible's face.

"I did it! I DID IT!" he cheered as he hugged Moist. "I DID IT! CARTOONITY IS FINALLY MINE!"

End of Chapter 3

Oh no. Not good. The next chapter is where Dr. Horrible takes over the city, only to grow bored of it after a while. Read and Review.

Here is the chapter where Horrible takes over the city.

**Chapter 4: Dr. Horrible's Takeover**

That night, everyone still at home locked their doors and windows now that Gizmoduck's gone and dead. No one was happy that night except for Dr. Horrible and Moist who were marching down the street to the mayor's place.

Then Dr. Horrible said, "Now, hit it!"

Moist turned into a robot with a built in radio and turned it on as the song "Highway to Hell" by AC/DC played and Dr. Horrible danced to it.

At the Mayor's home, everyone was scared as the police waited for the villain and their guns loaded, then the spotlight and smoke appeared and in a flash, Dr. Horrible and robot Moist followed by the Centurions arrived and the young villain shouts, "Drop them!" which the police do.

Dr. Horrible walks past the huge crowd, pinching the mayor's cheeks and climbs the stairs to a lot of interviewers and reporters gathered to hear what the villain will say. Dr. Horrible turned to Moist and signaled him to turn off the music. Moist flipped a switch, but instead of turning the music off, another song "Loving You" by Minnie Riperton.

Dr. Horrible stared at him as if to say, "Are you kidding me? Turn it off!" Moist continued trying to turn it off until he finally punched the button, shutting it off for good.

Dr. Horrible took a mike from a Centurion, blew into it and said, "First off, what a turn out! How wild is this, huh? All I did was destroy the most powerful hero in the world."

Among the crowd were Penny, Audrey, Ted, Xero, Mole, Iago, Screwy, Bartok and Buddy. Out of the group, Penny was the most angered.

"Are there any questions?" Dr. Horrible asked as Penny raised her hand. "Yes, you in the back."

"I'm sure we'd all like to know what you plan to do with us and the city." Penny said.

"Glad you asked." said Dr. Horrible. "Now picture the most horrible, terrible, pure thing you can think of. Then add it to the number 15! in the meantime, I want you to carry on with your...uh normal things you normal people do and I will get back to you!" Dr. Horrible went inside the building and Moist followed.

The door to the Mayor's office blasted open in a flash of red light and walking in was Moist carrying Dr. Horrible. He sang briefly.

Moist: _**Here he is. Mr. Evil Overlord!**_

Moist turned back to normal and set Dr. Horrible down. "Oh, Moist. Did you ever think that this day would ever come?"

"No way." said Moist. "Never ever and not in a million-" He was cut when Dr. Horrible glared at him. "I mean, yeah, I did."

They looked around the room and said, "Look at all the breath-taking moldings."

"I'm looking." said Moist, looking around. Then Dr. Horrible looked out the window and saw a view of the city.

"Look! It's like one of the glass force fields." said Dr. Horrible.

"It's a window." said Moist.

"Window?" said Dr. Horrible. He has spent his whole life behind bars so things like windows were new to him now that he has power. He walked up to the window and Moist asked, "Everyone's looking out of one."

He saw the world out the window and said, "I've never had a view before...Cartoonity, it's all mine." Then he teared up as said, "If only my parents could see me now."

"I'm sure they're smiling from evil heaven." said Moist.

"And now that Gizmoduck is gone for good..." said Dr. Horrible said as he took a sign that said, "Dr. Horrible" on the mayor's desk, "...I can have everything I want...AND THERE'S NO ONE TO STOP ME!"

First, Dr. Horrible and Moist started to paint grafitti all over the town. Next they, went grocery shopping...by stealing every painting from the museum. Finally, they robbed a bank and are now doing a pillow fight with the money as it flowed all over. Moist smacked Dr. Horrible in the face, and he passed out.

Days had passed and streets were deserted while trash flew in the air, past some shops and streets that had Dr. Horrible's name all over it in red paint. Now you think that now the city is at his knees, Dr. Horrible would have endless fun, right? Wrong! Dr. Horrible had used up all the evil things he cand o and now he was bored.

In his treasure room, Dr. Horrible just sulked as he saw a desk toy of a bird drinking water.

"I know, I know." he told the toys. "Always thirsty, never satisfied. I understand you, little bird...purposeless, emptiness, it's like a vacuums isn't it? What's yours like?"

Then Moist burst into the room, holding a statue like a guitar while singing.

Moist:_** Going off the rails on a crazy train, Dr. H!**_

"Hey, hey, hey, not now Moist." Dr. Horrible said as he got up and removed some stuck dollar bills from the arms. "I'm in the middle of a conversation."

"Something wrong, boss?" asked Moist.

"We have it all...but we don't have nothing. Everything is just so simple now." Dr. Horrible told him.

Moist just stared at him and said, "You just lost me."

"I mean...we did it right?"

"Well you did it. You made that point clear."

"Then why do I feel so melancholy?" Dr. Horrible said with a sad tone in his voice.

Moist noticed this and said with an idea, "How about tomorrow, we can go and get Penny? That's what really gets you going."

For a moment, Dr. Horrible smiled, but then he frowned and said, "Good idea, but without him...what's the point?"

"Him?" asked Moist.

"Nothing, Moist." Dr. Horrible said as he looked in the direction of the statue of Gizmoduck.

"Okay, I'll just be going now." said Moist as he walked away, "It's time for me to get a siesta."

That night, Dr. Horrible had just gotten out of the shower when he decided to watch TV. On air, was penny, wearing a black dress while her sisters and their friends could be heard crying in the background.

"He was always there fore us." said Penny. "Dependable. Perhaps we took him for granted or maybe we never realized how good we've had it until he's gone. We miss you, Gizmoduck, my friends miss you, Audrey and Xero miss you, I miss you. And I have one question for Dr. Horrible: Are you happy now?"

Dr. Horrible however wasn't happy as he looked out the window to see the museum and removed the hair towel from his head.

"This is Penny reporting from a city without a hero. Coming up next 'Are you ready to be a slave army? What you need to know.'"

At the museum, Penny did the 'cut' jesture and Buddy said, "And cut and give it to a child on Christmas!"

Penny sighed and turned to Audrey, Xero and the others who were crying.

"Why, Gizmoduck, why! Why did it have to be you! Why couldn't it happen to me!" Screwy sobbed. He sucked on a bottle, making the others stop crying and stare at him weirdly. Screwy noticed and smiled sheepishly before tossing the bottle away.

"What was that all about?" Ted asked.

"Uh...effect?" Screwy asked.

Penny slapped her face, "Let's go home."

Buddy wasn't sad, actually he was happy. Now that Gizmoduck was gone, he would have Penny all to himself.

"See you tomorrow, Buddy." said Penny.

"Penny, I'm having a party at my place. You should come, i've got a DJ, some dip, rented a bouncy house, it'll be fun." said Buddy.

"I don't know, Buddy." said Penny. "I don't wanna be around people right now and I've gotta drop Ted and Screwy home."

"Then how about it only you and me?" asked Buddy. Audrey and Xero made the no face. They hated Buddy because he was a jerk and a slob, plus Penny and Buddy? That will never happen.

"No way our sister is dating Buddy." Audrey said as Xero nodded. Lucky for them, Penny wasn't interested in Buddy.

"That's a nice offer, but-" she got cut off by Buddy, "I got a wedding photo guy, just in case something happens that would lead to like a memory." Buddy was trying to hook himself with Penny.

Penny just said, "No thanks. I've got some work here. Bye."

She turned to the others and said, "Let's go."

Buddy walked to the back of the van and got upset, "What was I thinking?" He said as he kicked the van. "Rented a bouncy house? Chicks don't like bouncy houses, they like clowns!" he punched the van and held his hand in pain, "Stupid van!"

As the van sped away, Mole asked, "Was Buddy asking you...to a party?"

"No, he wants to spend more time with me." said Penny.

"That guy is bad news, Penny." Xero said. "Watch."

"Xero, you really need to stay home more often." Penny said.

"It sounds more to us that he's trying to ask you on a date." Ted told her.

"That, Ted, would be a nightmare." Penny said, making everyone laugh.

End of Chapter 4

The next chapter is where Penny and the others head to the museum and meet Dr. Horrible who has taken on a new alter ego. Read and Review.

Here is the chapter where Penny and the crew meet Billy and...'Billy'? Well, read and review.

**Chapter 5: Penny and Co. Meet 'Billy'**

Penny, Audrey, Xero, Ted, Mole, Screwy, Bartok and Iago walked/flew up the stairs of the museum of Gizmoduck, downhearted. Their hero was asupposed to be right there beside them, but now that he's gone, there's no one like him to take the job. Unknown to them, Dr. Horrible was also in the museum, but wearing his blue pajamas and carrying a bouquet of lillies. As Penny and the others came up one escalator, Dr. Horrible came up the other and they each from the far side of the statues watched.

"I've made a horrible mistake." said Dr. Horrible to the statue, as if talking to the real Gizmoduck, "I didn't mean to destroy you. I mean, I did mean to destroy you, but I didn't think if would really work this time."

"What are we supposed to do?" Penny asked the statue as her friends watched sadly, "Without you, evil is running rampages down the streets."

"I'm so bored with running rampages down the streets." said Dr. Horrible. "What's the point of being bad when there's no good to try and stop you?"

"Someone's gotta stop Dr. Horrible." said Penny.

"We're closing soon." a voice said. They turned and saw a man who looked like Dr. Horrible except his hair was short dirty blonde and he wore a black shirt with green pants.

"You scared us." Mole said, "Uh, Bob."

"Billy." the curator, Billy corrected.

"Penny was just talking to herself, you know how it is sometimes." Bartok said. "You think I'm a little bit nuts."

"I'm not allowed to insult guests directly." Billy said, gloomy.

"Thanks." Penny said. "Just, Billy, I'd just be another minute."

Billy sighed in annoyance as he took his cart and walked off, "Okay."

"Thanks." Penny said. She then sighed and said, "I just don't know how." Audrey placed a comforting hand on her older sister's shoulder.

"We'll find a way. Somehow." Audrey said.

"I had so many evil plans in the works." said Dr. Horrible. "The Cyclops of Death, Cheese the Moon, Posey Sheep..." then he sobbed and said, "Battles we will now never have!"

Dr. Horrible's sobbing echoed around the statue until it had reached Penny's ears who after hearing th enoise also realized someone else was there.

"Who was that?" Screwy asked.

"Let's find out." said Penny.

Unaware of Penny and her crew coming his way, Dr. Horrible continued talking to the statue, "We've never even got the chance to say goodbye. So it's good we had this time together...you know, before I destroy this place." The villain said as he took out a bomb from the flowers and started its countdown to five minutes. "Nothing personal, it just brings back painful memories." He dropped the bomb and the flowers making them fall all the way down to the bottom where the Centurions had gathered different types of bombs to blow the place up.

As Dr. Horrible was about to leave, Penny's voice called out, "Hello?"

"Penny!" Dr. Horrible realized. He looked down in his pajamas in panic. He can't have her seeing him like this. He ran down the hallway, but then he bumped into Billy.

"Who are you?" Dr. Horrible asked.

"I'm Billy." said Billy.

Dr. Horrible gasped and remembered something, "My name's Billy too!"

"That's a pretty tasteless costume." Billy said, ignoring what he just said. "Dr. Horrible's hair is not like Elvis. And he made a cheap replica of his dehydration gun..."

Dr. Horrible took his ray gun and dehydrated Billy in the shape of a cube. Realizing that Penny and the others were coming, he had no choice: he had to disguise himself as his alter ego. He put on the watch and set it.

Penny and the crew saw a white light coming from around the corner and followed the light before they stopped and saw...Billy, not facing them. OF course it's Dr. Horrible in disguise.

"Oh, Billy, it's you." said Penny in relief.

"Yes, it's me...Billy." Dr. Horrible, I mean 'Billy' said nervously. "Goodbye."

"But we just met." said Iago, then 'Billy' started pushing the button to the elevator like crazy wanting to get out of her as soon as possible.

"Look, I wouldn't stay here for more than 4 minutes and 37 seconds if I were you. The workers are just having the walls and celings removed.

"Wow, sounds like some remolding plan." said Ted, then Penny and the others entered the elevator Billy ran into. "Guess we'll catch a ride with you."

As they rode down, Penny sighed, "I keep thinking he was gonna do another one of his late second escapes."

"Yeah." said Billy sadly. "He was always good at those things.

Xero sighed and said, "Man, I wish life had a reset button."

"I've looked into the reset button...and it's impossible." said 'Billy and he started to bawl as the doors opened and everyone left.

"Billy, I didn't know you had feelings." said Penny, comforting him.

"Gizmoduck is gone and no there's no one left to challenge Dr. Horrible." said Billy.

"Oh, come on, Billy, don't be that way." said Xero. "As long there's evil, good will rise against it."

"I wish." said Billy.

"Well, it's like they always say, "Heroes aren't born, they're made." Penny said.

With those words, a spark blossomed into Dr. Horrible/Billy's head, "Heroes can be made." he repeated. "Of course! Why didn't I think of it sooner! All you need are the right ingredients."

"Yeah." Penny said, "Like Bravery."

"Yeah." Billy said.

"Strength." Ted said.

"Of course!"

"Determination!" Iago said.

"Yes." said Dr. Horrible. Then he ran to a DNA strip and to himself, "And a lttle bit of DNA." He turned to Penny and the otehrs and said, "OH, with all that, anybody can be a hero!"

"Yes!" Penny and the others cheered as Billy spun Penny around and then his watch beeped and he said, "I think we should run."

Outside, Penny, Ted, Audrey, Mole, Xero and Screwy are in a taxi and Iago and Bartok flew off as Billy said, "Bye."

The car drove off and Dr. Horrible turned back to normal as he said to the building in pride, "It's time to put the past behind us. Only the future-" Then the bombs went off and Dr. Horrible screamed as he dodged the falling debris, "AAAH! I'M TOO CLOSE, TOO CLOSE! I'M REALLY SCARED RIGHT NOW1 I HOPE NOBODY SAW THIS!"

End of Chapter 5

The next chapter is where Dr. Horrible makes a tablet that makes a hero and guess where it's gonna land? Read and Review.

Here is the next chapter.

**Chapter 6: A Villain Without a Hero**

Back at the lair, Moist couldn't believe what he heard from his boss. "Create a hero? Why would you do that?" He asked as he held a box of donuts. From behind a few clipped up papers came Dr. Horrible, holding half a donut as he said, "So I'd have somebody to fight, that's why."

He walked to his minion and said, "Moist, I'm a villain without a hero." he held another donut half and said, "A yin with no yang, a bull fighter with no bull to fight. In other words, I have no purpose."

Then he grinned and said, "Now, ask me how I'm going to do it. Go ahead. Guess!"

With a sigh, Moist said, "How are you gonna do it?"

Dr. Horrible laughed as he tossed the box into the air sending the donuts flying before he climbed up a ladder and said, "I am going to give someone in the city, I don't know who yet, Gizmoduck's powers! Then I'm gonna train that person into Cartoonity's new hero." As he explained he passed some pictures with a hero only as a black with a question mark as he used his gun to propel him.

"Over here, follow. Then, Finally I'm gonna fight that hero in an good ol' epic battle of good and evil." he then got off the ladder and said, "Which will put everything back the way it was when the world was perfect and rosy." He then took Moist to a table where Gizmoduck's helmet was pined with a magnifying glass. "Behold, Moist, Gizmoduck's helmet." He then pulled the glass closer to a spot on the helmet. "Look closely, and tell mw what do you see."

On the helmet was white feathers and a piece of spit. "His molted feathers and spit?" Moist asked.

"Yes!" said Dr. Horrible. "It's his DNA and with this, we'll extract this young person of Gizmoduck's awesome powers."

Then a strange device is hard of work making the source of power made from Gizmoduck's own DNA as Moist said, "I think this is a bad idea, boss."

"Yeah." said Dr. Horrible. "This is a very wickedly bad plan for the greater good of bad!"

"But I'm saying this is a kind of bad that, okay, I think it's good from your 'bad' perception but from a "good" perception, it's just plain bad!" Moist said as the source popped out as some type of pill device glowing white.

"Oh, you don't know what's good for bad." said Dr. Horrible. He loaded a gun as he added, "Now we gotta find some heroic to fill in Gizmoduck's...wheel. Someone noble-hearted and who puts the will-fair of others far above their own."

Then he heard a phone ring. "What the world is that?" asked Dr. Horrible in wonder.

"I think it's coming...from there sir." said Moist, pointing to his labcoat pocket. Dr. Horrible took out a cell phone that Penny gave him since he told her he didn't own a phone and opened it, "Ollo?" he asked.

"IT's hello." Moist corrected.

"Oh. Hello?" asked Dr. Horrible.

"Billy, this is Penny." the voice said from the phone.

"Penny?" asked Dr. Horrible.

"Yeah, I just wanted you to know that you've really inspired us last night and I just wanted to say 'thanks' for that." said Penny.

"Well, you've inspired me too." said Dr. Horrible.

"Great!" the voice of Mole said. "It's high time for us to take action, let's show Dr. Horrible that he can't push us around!"

"Oh really?" asked Dr. Horrible as he then turned to Moist and said, "They're so cute!"

"Yeah." said the voice of Bartok. "We're hot on his trail!"

"Oh really? And what makes you say that?" asked Dr. Horrible.

"Uh, boss..." said Moist. Dr. Horrible turned and was shocked to see Penny and the others on the monitors.

"We've found his hideout." said Ted on the phone.

Dr. Horrible couldn't believe what he saw, **_"HOW DID THEY FIND MY HIDEOUT?!"_** he shouted before going back to the phone and said, "uh, how did you find his hideout?"

From outside, Penny said, "This is the only building in Cartoon City with a fake observatory!" Sure enough the fake observatory was on top of a building and they including Buddy were looking right at it, leaving Dr. Horrible with a dumbfounded expression.

"Okay." Dr. Horrible said. "There is no way that they'll find my secret entrance."

On the monitors, Iago looked down and said, "Hey, guys, look at this."

Penny looked down and spoke on the phone. "Iago just found a doormat that says "Secret Entrance"!" with that, they walked past the fake wall and into the lair.

Moist tried to walk away, but Dr. Horrible saw him and knew how the mat got there.

"Moist!" Dr. Horrible groaned.

"I kept forgetting where it is." said Moist, meekly.

"They'll discover our secrets!" Dr. Horrible shouted at the top of his lungs as he pushed Moist into a cabinet as he yelled, "You dimwitted creation and excuse for a shapeshifter!"

"What?" asked Penny.

"What? Oh, not you, Penny. I was yelling at my...mother." said Dr. Horrible as he used a curtain to hide his plans. "Don't do anything I'll be right there."

Outside, Buddy looked around for Penny and the others, "Penny? Fellas? Not again!"

In the lair, Penny and the others looked around the metal and giant laboratory and looked.

"Wow!" Audrey said. "It's so...big."

Then a voice behind them said, "Guys?" They turned ready to attack, but they realized it was only Billy(Dr. Horrible) behind them.

"Oh, it's just you." said Bartok. "Don't give us a heart attack."

"Sorry." Billy said. "I, uh, happen to speed walking nearby when you called." he quickly made up a story.

"Like that?" asked

"Yeah. But that's not important right now." said Billy.

He pointed to the door marked, "Exit" and said, "This way looks exciting."

"That says exit." said Penny.

"Which is short for exciting, right?" asked Billy, but to his horror, Penny and the others found his plans!

"This is the mother load!" said Penny gazing at the plans in awe.

"Wow." said Billy, acting surprised.

"You know, Billy," said Ted, "With your help, we could decipher all of this."

"Yeah." said Penny. "You're an expert on all things Dr. Horrible right? Together, we can find out about his plans for the city and stop it."

"Oh what fun!" said Billy.

"That's what I wanna hear." said Audrey.

But 'Billy' didn't want them discovering his plans, he wanted them out of here. Behind Penny and the others' backs, Billy spoke into his watch, "Moist, Code: Send in the Centurions."

"You know," Moist said as he held the gun inside the cabnet, "The whole point of a code is-"

"I don't care!" 'Billy' snapped, "Just do it!" Moist pressed a button that alerted his 'kids' to the intruders.

"Centrions!" Mole screamed.

Within seconds, the Centurions bursted out of the room and fired their guns at the crew, then they grabbed Billy, unaware that he was really Dr. Horrible and dragged him away, "Hey!" he cried as he struggled to get free. "Not me!" Then they bumped into the cabinet, shaking it and making Moist drop the gun while

"Billy!" they cried, then Penny saw the gun and got an idea.

Meanwhile, Dr. Horrible managed to reach is watch and turned himself back into Dr. Horrible. "It's daddy!" the robots realized their mistake and dropped the villain.

That's when Penny and her friends and sisters arrived to see him. "Dr. Horrible!" Penny said.

"Alright, you wacko! What have you done with Billy?" demanded Screwy.

"Billy?" Dr. Horrible asked, "Oh, I'm doing horrible things to that man. I don't want to get into it but lasers, spikes." HE opened up a trap door and puts his head in to pretend that Billy is crying out for help, "Oh, please! Don't! Not the lasers and the spikes!" He then said to Penny and the crew. "You know, the drill." Then in Billy's voice he said, "Not the drill!"

"Let him go or else." said Penny bravely.

"Or what?" asked Dr. Horrible, then he gasped when he saw the gun with the super DNA in his hands and he wasn't gonna miss.

"Or we'll have to find out what this weird looking gun does." Penny said.

"No! Don't shoot! Don't shoot that gun! I'll just go get him!" Dr. Horrible jumped into the trapdoor and pretended to act out a fight between him and 'Billy' while Penny and the others watched.

"Unhand me, you brute!" Billy cried.

"Never!" said Dr. Horrible and then Billy popped his head out and said, "His strength's to much!"

He went back in and Dr. Horrible said, "I work out!"

Then Billy popped his head out again and said "It's really payign off! You're so fit and strangly charismatic!"

then the doors closed, leaving the man struggling himself while the team looked at themselves, then Penny removed the doors and Billy came flying out and into a wall, faking a dazed expression.

"Are you okay?" Penny asked as Dr. Horrible sighed.

"I did my best, but he was too fantastic." he said. Then he got up and said, "Penny, let me carry that heavy gun for you."

"No thanks." Penny said as she moved the gun away from the man. "I've got this covered."

"Now let's get Dr. Horrible!" declared Bartok before the gan walked off.

Billy snarled quietly and changed back into Dr. Horrible before slinking away to head the gang off. She got ahead of them and grabbed the gun, trying to take it away from the reporter. "Let's go it's mine!"

"Billy, run!" Penny called from behind the group.

As they struggled, Penny and Dr. Horrible failed to notice Buddy still on the monitors, still looking for Penny and the others. Then they triggered the gun to fire and Dr. Horrible who won the gun back looked on in horror.

"Oh no." he said for that pill was the only thing that could bring him the hero he needed! The glowing pill bounced off a few things then it flew into a pipe, clanking its way to the end.

Outside the lair, buddy just happened to be nearby the pipe when he heard the clanking sound. "Penny?" he asked as he looked into the pipe.

Inside, Dr. Horrible watched the pipe shake before...WHACK! Then someone cried out in pain as Dr. Horrible gasped. His pill has hit someone! Quickly, he and Moist looked at the TV sets and saw Buddy holding his nose in pain.

"Who on Earth is that?" asked Moist.

As the Centurions looked around, Penny and the others were near the door Billy tried to lead them out and opened the door.

"We're home fre-AAAAAAAAAHHHHD!" Iago said before the crew almost fell into a disco themed pit with aligators and their chew toys. It was a trap."

"Penny!" a voice cried and a hand grabbed Penny and the others and pulled them back while Iago and Bartok flew back to their friends along with their rescuer.

"Billy!"Penny cried happily. "You were right about that door being exciting." Then the Centurions saw them.

"This way!" Billy said.

As the gang ran/flew to escape the robots, Penny saw a table that had dynamite and grabbed a few sticks before he took some matches and lit them. "This'll stop them." She tossed the stick to Billy who gasped.

"Isn't this a bit extreme?" Billy asked, not liking the plan for he was blowing out the sticks out.

"Just throw it!" Penny said.

"Daddy's sorry!" Billy threw the stick of dynamite at the robots who were confused at first. Just then, the explosion sent Billy and the others out of the lair through the secret portal to the outside. Billy, Penny, Ted, Audrey, Xero, Mole, Bartok and Iago got up and coughed amazed that they weren't dead or roasted.

"That was incredible!" said Penny. "I've never seen anyone, but Gizmoduck stand up to Dr. Horrible before."

"You were amazing!" Iago said as he did a little somersault.

'Billy' smiled. No one's ever complemented him before and it felt good.

"What's going on?"Buddy asked as they looked at him.

"Buddy, what happened?" Penny asked.

"I think a bee flew up my nose." said Buddy, as he held his nose. "I was just about go in and save you when ninjas attacked so I had to beat them up and did and they were all crying."

"Sure." Screwy said, rolling his eyes, not believing him.

"So you're fearless right?" asked 'Billy.'

Buddy saw the man and said, "Who are you?"

"This is Billy." Penny said. "He's our partner."

"Partner?" asked Buddy, a bit offended.

"Uh...yes." Billy said.

"Well, look, 'partner,' I'm her partner. She doesn't know what she's saying, she's been through a traumatic experience."

"Well, I better take him home. Thanks again, Billy." Penny said as she hugged him as Audrey, Xero and the others watch with smiles. Billy is surprised, but he hugged Penny back with a smile.

"Whoa, that was weird, everyone. Cause you hugged that man instead of me." said Buddy.

Penny and the crew went into the van as 'Billy' watched with a happy smile on his face. Then Moist's voice said, "Hey, boss! You there? Did you find out who that kid was?"

Billy snapped out of his days and turned back to Dr. Horrible, saying, "Huh? Oh! Code: Get the Car!"

End of Chapter 6

The next chapter is where Dr. Horrible greets Buddy as his space-dad and starts training him. Meanwhile, he starts falling in love with Penny through a series of dates. Read and Review.

Here is the chapter where Dr. Horrible trains Buddy and falls for Penny on dates.

**Chapter 7: Training and Dates**

Penny and her crew drove Buddy home ot his apartment building and stopped a few feet in front of it.

"See you later, Buddy." said Peny.

"I'll leave the door unlocked in case you want to check up on me." said Buddy as the van sped away.

Unknown to him, Dr. Horrible and Moist were watching him from the invisible car nearby the apartment door.

"Who is this man we've infused with god-like power?" Dr. Horrible asked, then Buddy rammed into the car and skidded across before landing on the other side.

"Well, sir," Moist said as he looked on the computer. "His name is Buddy Pine. He is 25 years old, is Mr. Incredible's biggest fan and aside from inventing, he hasn't accomplished anything in life."

Dr. Horrible looked at the dazed man and said, "Not yet, Moist, not yet."

Buddy got up and said, "Could this day get any worse?"

"So I'll just go ahead and defuse him since this is clearly a mistake." said Moist, pulling out the gun and setting it to 'defuse'.

"No Moist!" said Dr. Horrible as he tossed the gun to the back seat, "This is no mistake, it's destiny!"

Inside his room, Buddy was holding his nose when gun sparks blasted his door and sent his Murphy Bed up as Dr. Horrible ran inside and shouted, "Buddy Pin! Prepare for your destiny!" the villain looked around, but where was he?

"Buddy? Buddy Pin? Am I even saying his name right?" he asked Moist as Moist came in placing the door back in place.

"It's Pine." corrected Moist.

Then he pulled down the bed and a terrified Buddy was found hugging the pillow.

"Is this a robbery? Cause the man across the hall from me has way better stuff than me!" Buddy said.

"Oh look!" Dr. Horrible said, "It's Buddy Pine! Quick, the spray!" Moist tried to use the spray, but there was none there.

"We're all out." said Moist.

"Then use the Forget-Me-Stick!" said Dr. Horrible.

"Right." Moist took the stick out and whacked Buddy on it, knocking him out and giving him a goofy face.

"Is or is this not the face of a new hero?" asked Dr. Horrible.

Moist looked at the goofy looked on Buddy's face and said, "Nope, he doesn't look like a hero to me."

"Oh, don't be such a pill, Moist." said Dr. Horrible as he placed the bed with the man still on it up. "Any potter couldn't ask for finer clay." he took a sniff and said, "I smell a hero."

"I smell something burning." said Moist when they saw smoke and lightning coming from the bed and Dr. Horrible knew what's going on. "It's working! Places, everyone, places!" Dr. Horrible used his watch to transform into Kal-EL while Moist transformed into a bird.

"You look fantastic." said Dr. Horrible.

Then the bed emerged, two strong arms and the bed fell and out came Buddy in his new body form with his hair going high like Hades.

"Arise, my creation." Dr. Horrible/Kal-EL said in a best Marlon Brando accent. "Arise and come to Papa."

"What's-what's going on?" asked Buddy as he looked at his new powerful arms.

"Hello my son." said Kal-El.

"Who in the world are you?" asked Buddy.

"A long time ago, your mother and I sent you to this planet to teach you about justice, honor and nobility. I am Kal-El, your father." Kal-El said.

Buddy was speechless. "So you're like my Space Dad."

"Yeah. I'm like your Space Dad." said Kal-El.

"And you are...what?" asked Buddy as he said this to Moist.

"I'm your pet...Space Bird." Moist flapped his disguised wings. "I had a lot of work done recently."

"Is this a dream?" the man asked his 'father'.

"More like a dream come true." said Kal-El. "You have been given outstanding power, power that only means Earthlings could only dream of possible."

"Whoa." said Buddy.

"Yes." said Kal-El before he grabbed a magazine that had a picture of Penny, Ted, Audrey and Screwy being carried by Gizmoduck while Xero and Mole rode on the Modiflyer and Iago and Bartok flew by their side since they're a bird and a bat. "We've come to help you on your way to become Cartoonity's new hero." He tore off Gizmoduck's head as Moist took out a mirror "And battle the awesome might of the evil Dr. Horrible."

As Kal-El placed the head of Buddy under the picture of the superhero's body, the new superman smiled and realized that with his newfound powers, he could win Penny's heart and her sisters and friends' respect in no time!

"I know this is a shock to you," said Kal-El "It may takes weeks before-"

"NO WAY!" Buddy shouted as he flew out a wall, making a hole in the progress.

"Hey, I wasn't finished!" Kal-El cried as he and Moist ran to a hole as they heard a crashing sound. From a pile of cars came Buddy with a car covering his torso and whooped, "I'm gonna be a hero! I'm gonna be a hero!"

"See, Moist?" asked Dr. Horrible/Kal-El, "He's perfect."

"Aaaaaaaaannndd Action!" Dr. Horrible/Kal-El said. Right now he was busy training Buddy how to be a hero. The first step: Rescuing.

Moist was now dressed up a citizen as he cried, "Someone help me!" Then Buddy after he crashed on the ground, trying to barge in like a real hero, started attacking the dummy of Dr. Horrible by tearing it to shreds and using his lazer vision to melt the dummy's face.

"Yeah! Zap, zap, zap!" Buddy cheered.

Kal-El backed in his chair in horror at what he saw. What a long way to go.

Next was the cool insult.

"The price of my horribleness grows strong!" Kal-El said with a Dr. Horrible mask before taking it off. "Now you say something cool back at me."

Buddy on the other hand was having fun giving himself a wedgie. "Look! It doesn't hurt! I don't eeven feel it!"

Next was the flying lessons...which weren't doing well.

Buddy was flying with both his feet and hands out while Kal-EL rode on his back. "No, no." Kal-El scolded. "Arms out, legs back, stomach in. Like Gizmoduck."

Suddenly, Buddy lost control and they spun all the way around the city, crashing into a billboard along the way.

Back at the lair...

Dr. Horrible was bruised as he held an ice pack on his head while a Centurion placed a bandage on his forehead.

"Uh, he's hopeless. Hopeless!" complained Dr. Horrible.

Moist had an idea and said, "Maybe we were taking this the wrong way, let's switch tactics."

"Oh, should we?" asked Dr. Horrible.

As Moist continued talking, Dr. Horrible heard his phone ring and opened it, it was a text message from Penny. 'Meet me, Audrey, Xero and my pals at the library. :)'

"Can't wait. LOL. Smiley face." Dr. Horrible texted back.

"Can't wait for what?" asked Moist.

At the library, Billy, Penny, Xero, Mole, Ted, Audrey, Screwy, Iago and Bartok were laughing since Billy told them a funny story.

"That was a very silly story. Ha. And masterly too." said Dr. Horrible.

"Billy, I had no idea you were so funny." said Penny.

"Well, I've never heard you laugh before." said Billy.

"Yeah, I missed laughing." Mole said.

"Feels pretty good." Agreed Penny.

"Okay, everyone, back to your books." said Audrey. Everyone covered their heads in books about Dr. Horrible while Billy's book was "Dr. Horrible Unmasked"

Somewhere in the city...

"And action!" Kal-EL said like a movie director.

Like that, Buddy burst out of a wall and zapped a laser firing at him, then he smacked away a car heading for him, then he jumped over some flaming barrels while Moist tossed them while 'stomping' like in "Donkey Kong"

At the city park...

"You don't get out much do you?" asked Penny to Billy as he, Penny, Audrey, Ted, Screwy and Xero were riding bikes with Xero using Mole as a bike while Iago and Bartok flew with them whlie Billy wasn't doing well on his bike.

"Oh, what fun." he said.

Then they stopped as Penny sighed sadly, "I used to come here with our mom when I was younger. It was one of my favorite places to be, now look at it."

The park was littered in trash and garbage as litter flew in the breeze.

"What a dump." Ted said sadly. Billy looked at the boy and got an idea.

That night, Dr. Horrible and Moist are using their dehydration guns to turn all of the trash into cubes.

"Remind me, why are we cleaning the city?" asked Moist.

"Well, we don't want to battle our new hero in a dump now, do we?" Dr. Horrible answered.

By now. Moist was getting a funny feeling about Dr. Horrible's behavior.

At the art museum the next day, Billy had blindfolded his newfound friends and covered Penny's eyes with his own hands. "Okay, you can look now." said Billy.

He removed his hands from Penny's eyes and removed the crew's blindfolds. To their surprise, they saw all paintings back on the walls.

"I-I don't believe it!" said Bartok, rubbing his eyes while Iago and Screwy's jaws dropped with bulged out eyes.

"Somebody tell me we're not dreaming." Iago said.

"They're all back!" exclaimed Penny happily.

"But how? Why?" asked Xero.

"Maybe Dr. Horrible isn't so bad after all." Billy said as the Centurions returned the paintings to the wall, even if the Mona Lisa did have a mustache.

Finally, Buddy got the hang of flying and Kal-EL said, "That's it. Now fly, my golden eagle!"

"Whoooohooooo!" Buddy whooped as he soared freely. At least, he mastered all his powers.

Later on,Penny and Billy were on another date with their friends and sisters and Penny had something to confess to Billy. "Okay. Gizmoduck and I...were never a couple."

"But I thought-" Billy said, surprised to hear that.

"I know. Everybody did, but he wasn't Penny's type." said Audrey.

"Now you tell us something." Xero said.

"Yeah, soemthign you never told anyone before." Bartok said.

"Well..." Billy said. "In school, none of the other kids really liked me. I was always picked last for everything."

"Hmm, I'm glad we weren't in the same school." Penny held hands with Billy as the two looked into each other's eyes lovingly. Then he noticed Ted and Audrey holding hands too.

"Awww, how cute." said Bartok.

"I gotta find me my sweetheart soon." Xero said as she happily watched her sisters.

End of Chapter 8

The next chapter is where Dr. Horrible and Moist have a fight about the whole situation and Buddy tries to woo Penny with his new powers, only for her to dump him. Read and Review.

Here is the chapter where Dr. Horrible and Penny have troubles.

**Chapter 8: Worst. Stuper Date. Ever.**

As the sun sets over Cartoon City, Kal-El(aka Dr. Horrible) gave Buddy a glittering present. "Buddy," said Kal-El. "I think you're ready for this."

Buddy opened the present and picked up a black super suit with a white S on it.

"Do I have a son?" asked Buddy.

"No," Kal-EL laughed. "You're funny. It stretches. It's for you."

Buddy looked and saw white rocket boots in the box as well as white gloves.

"Wow. More stuff. Cool. Thanks, Space Dad." said Buddy. "So what's my super name?"

"Syndrome." said Kal-El.

"Syndrome?" asked Buddy. "Why'd you pick that?"

"It was the only name that wasn't taken." replied Kal-El. Kal-El turned to Buddy and said, "Do you have someone you love in your life, Buddy?"

"As a matter of fact," said Buddy, "I have my eyes set on someone currently." He used his super sight to see Penny in her apartment arranging the facts and notes she attached to strings on the wall.

"That's good." said Kal-El. "Romance is very inspiring."

"That's what I hear." said Buddy.

"All you gotta do is save her and she'll all yours." said Kal-El, then Mois tin his costume brought ice cream and said, "Who wants ice cream?"

"I do." the men said.

"Thanks Space Pet." said Buddy.

"On the count of three." instructed Kal-El. "Lift up your cones. 1, 2, 3."

"To Syndrome!" the three said as they held their ice cream cones high and then Kal-EL said, "Tomorrow, you'll fight the awesome might of Dr. Horrible and soon the entire city will know your name!"

Back in the evil lair, Dr. Horrible who was measured by Moist was watching Penny on TV who had Iago on her right shoulder as she reported the news.

"The City's parks restored to their former glory, the streets the safest they've been, the banks reopened. Has something happened to Dr. Horrible? Has someone tamed this mad scientist. This is Penny, happy, yet confused." Penny reported.

Dr. Horrible smiled lovingly at Penny as he sighed. Their dinner date was coming up and he wanted everything to be ready.

"Well you seemed to be in good mood today." said Moist.

"Uh? Oh, right." said Dr. Horrible. "How long is this gonna take?"

"A few more and I'll be done with your most terrifying outfit yet." the plant said "I'm gonna call it...Dracula's Monster!"

"Dracula's Monster. Nice." said Dr. Horrible. "Oh, gosh, I have to go!"

"Go where?" asked Moist. "We have a battle with Syndrome tomorrow. We haven't even tested your big battle giant yet."

"You go take care of the details, Moist." Dr. Horrible said. "I have to...run a quick errand."

"You don't run errands." said Moist as he walked towards him. "What's going on here?"

"Nothing's going on here." insisted Dr. Horrible.

"Wait a second." the shapeshifter sniffed Dr. Horrible and noticed he was wearing Cologne. "Are you wearing cologne?"

"It's my hair conditioner." Dr. Horrible lied. "Now where did I put those keys?"

He saw the keys and was about to grab them when Moist turned into an a bird and grabbed them first.

"This is about Penny, isn't it?" the shapeshifter asked. "You're going on a date with him!"

"What? Me? No!" Dr. Horrible laughed. "What makes you say that?" The shapeshifter was not convinced.

"Oh, this is bad. Very bad. You're falling in love with her!" Moist turned.

"You're forgetting your place, Moist!" Dr. Horrible told the shapeshifter. "Now give me the keys!"

The villain jumped for the keys, but Moist kept them out of reach. "And what's gonna happen when Penny, Xero, Audrey and the others find out who you really are?"

"They will never find out." Dr. Horrible told the bird who now transformed into a dog. "That's the entire point of lying."

He waved his hand and he got the key, "Honestly, if I didn't know better, I'd say this was your first day being evil."

"No!" said Moist as he turned the car invisible and Dr. Horrible rammed into it, making him drop the keys. He grabbed the keyes and said, "This has gone far enough." He then turned into a snake and swallowed the keys.

"Oh, that's really grown up!" shouted Dr. Horrible as he tried to cough up the keys from Moist, who kept slithered around. "It's for you own good, sir!"

"Oh, what do you know?" asked

"Well, I might not know much, but I do know this: the bad guy never gets the girl!" said Moist.

"Then maybe I don't want to be the bad guy anymore!" Dr. Horrible confessed, making Moist scream. "What? You heard me!"

"Who are you?" Moist said.

"JUST GIVE ME THE KEYS!" ordered Dr. Horrible.

"NO!" the shapeshifter snapped as he made the car visible and the villain rammed into it again. "My only purpose is to look after you!"

"Well I don't need you anymore." said Dr. Horrible.

Moist was heartbroken when he heard that as he spat out the keys and turned to his human form. "What? You...you...you don't need me?"

"Let me make it perfectly clear." said Dr. Horrible. "Code: I Don't Need You."

"You know what, you know what?" asked Moist as he packed his things. "Code: I'll Just Pack All My Things and Go!"

"Code: Fine!" said Dr. Horrible.

"Code: Fine Back!" said Moist as he got on a moterbike and sped off. "Well, good luck on your date."

"I will!"

"That doesn't even make sense!"

"I know!"

And with that, Moist left the lair. Dr. Horrible sighed and looked in a broken mirror. He changes back into Billy and walked towards the car. He couldn't keep Penny waiting.

In Penny's apartment, Penny, Xero, Audrey and the others were examening the notes they recorded all they know about Dr. Horrible.

"I know we're so close." Penny told them. "I can feel it."

"It's like it's right in front of our faces. And it's making my head hurt thinking about it." Mole said.

"Is there anything we haven't thought of?" Audrey asked.

Penny didn't answer as she sighed in frustration. "Okay, okay. I guess i'll just have to take a step back." She fixed her hair for her date with "Billy", but as he did, so did the black and white notes started to form an image she didn't notice before.

"Wait a minute." said Penny, "Guys, look at this!"

"What is it?" asked Ted as they all walked backwards outside until they saw the picture of a super in black and white with the name Syndrome above his head.

"Syndrome? What's a Syndrome?" asked Penny.

"My Super Ears are ringing." said a voice. Penny and the group yelped when they saw a superhero with Hades hairdo, white rocket boots, a black supersuit with the letter "S" on it and white gloves right behind them. "Normally, I just hear criminals, you haven't been naughty have you?"

Penny and the others didn't say a word. Who is this super and how did he get here?

"I'm just messing with you!" the super said with a laugh. "The name's Syndrome."

Penny looked at the picture then back a the super. "Syndrome?"

"Wait." Xero said, pointing to the picture.

"You're Syndrome?!" Iago said.

"That's right." said Syndrome. He flew down and came back with a flower cart. "So Penny, do you like flowers. I didn't know which ones you like so I brought all of them. Oh forget the flowers." he drops the cart.

"What do you want?" Penny asked.

"I thought we could go for a little flight around town." Syndrome said, "Get to know each other better."

Then he grabbed Penny and tried to pick her up.

"Hey! Let go of our sister, you perv!" Audrey said as she grabbed Penny's legs, but she ends up flying with Ted, Mole, Xero and Screwy who tried to help her but failed.

"Guys!" Bartok cried in alarm as he and Iago flew off to catch them.

"This must be thrilling for all of you." said Syndrome. Well if it's thrilling for them alright...a thrilling nightmare!

"What are you doing?"asked Penny.

"Mommy!" Screwy screamed as he, Ted, Audrey, Xero and Mole held on for their miserable lives.

"Am I moving too fast?" Syndrome asked. "You're right. I should just save you a few times before we get all romantic."

"I think I'm gonna be sick." Mole said, turning green. Then they fell a short fall screaming before Syndrome caught them again.

"What is he thinking?!" Iago asked Bartok in shock. "That's no way for a superhero to treat people!"

Obvious to the fright he was giving Penny and her flightless friends, Syndrome said, "You all are so lucky to have a great hero around."

"Don't ever-" Penny punched the 'hero' back, but he ended up falling and screaming with Audrey, Xero, Mole, Screwy and Ted.

"Somebody do something!" Syndrome shouted.

"YOU'RE THE SUPERHERO! YOU DO SOMETHING!" Iago screamed.

"Oh, right, I forgot." said Syndrome as he dove to save the falling people.

"I love you Audrey!" Ted told Audrey.

"I love you too, Ted!" Audrey replied.

"Xero, you were the best friend I ever had!" Mole confessed.

"Mole, while you were sleeping I used you to unclog the toilet!" Xero called.

"What?" Mole asked.

"Ewww." Screwy screamed, _**"MOOOOOOOOOMMMMMMYYY!"**_

Before they hit the ground, Syndrome caught them again and tossed them around cars like footballs before finally stopping.

"That was a close one." said Syndrome. "You almost died, but I saved you."

"Building!" yelled Penny. Syndrome screamed and tossed Penny, Xero, Mole, Ted, Audrey and Screwy up in the air.

"This ruined my pranking day with Meathead!" said Screwy.

"Here we go again!" Ted yelled, then they fell and landed in the chair Syndrome had after he went through the building.

"I'm sorry, what was that? I couldn't hear me over the sound of me saving your lives." said Syndrome.

"Put us down right now!" demanded Penny.

"Okay, okay, just calm down." said Syndrome.

He placed the group on the top of Cartoon City Tower and they held onto the intena.

"Guys!" Iago said as he and Bartok flew by.

"Are you okay?" asked Bartok.

"No! We're not okay!" said Audrey. "We were tossed around like basketballs!"

"You're crazy!" Penny said.

"Suppose I'm a little crazy...about you!" admitted Syndrome.

"What kind of super are you?" Mole asked. "Letting people fall down huge heights. You could've killed us!"

"He's right. Who are you? Really!" said Penny.

Syndrome said, "Prepare to have your mind blown." He took off his mask and they all saw who it was: Buddy! "Tada!"

"Buddy?" Penny asked while the others looked shocked.

"Isn't this great?" asked Buddy. "Now there's nothing keeping us apart."

Penny knew what Buddy meant and it was high time to stop him, "No, Buddy, it's not great!"

"Wow, our first fight!" said Buddy. "This is so us. We're like an old married couple."

That was it, enough was enough!

"Buddy," Penny said, "There is no 'us'! There had never been an 'us' and there will never be an 'us'! EVER!"

Buddy was stunned by what she just said. "But...I have powers, I have a cape. I'm the good guy!"

"Yes, you are a good guy, Buddy." Penny said. "That's why we have to-"

"This isn't right!" Buddy said, getting very upset and flustered that Penny always like Gizmoduck, why not him? "You're supposed to be with me!"

"With you?" Audrey said. "Xero and I would rather die of the Black Plague than have you as our brother-in-law!"

"You're the worst super we've ever met!" Xero said.

"You treated us like beanbags!" Screwy said.

"You don't treat your powers more responsibly!" Ted added.

"Why would anyone see a hero in you when there is no hero at all!" Bartok said angrily, "You are a terrible super and that's all you'll ever be!"

"Penny, make them stop!" Buddy said.

"I can't. They're right." Penny said. "You're the worst possible choice for hero and we'll never be a couple. Never!"

Buddy was crushed. Penny didn't love him, his crew hated him, nothing was going to his plans! "Besides, I'm trying to warn you, Buddy-" Penny started.

"IT'S SYNDROME!" snapped Buddy. "SYNDROME! NOT BUDDY!"

With that, he zoomed away, breaking a few windows as he did leaving Penny, Xero, Audrey and the others on the tower.

"I think he took it well." Screwy said, making everybody else glare at him.

"Well, now that's overwith...HOW ARE YOU GONNA GET DOWN?!" Iago shouted.

End of Chapter 8

The next chapter is where Billy accidentally reveals himself to be Dr. Horrible in disguise, making Penny mad at him. Read and Review.

Here is the chapter where Dr. Horrible accidentally reveals himself to Penny and the others.

**Chapter 9: The True Identity of Billy**

At the restaurant, Billy/Dr. Horrible, looked at his watch at the table. Penny was supposed to be here an hour ago. What's keeping her so long? He looked around to see if anyone's watching then he used his gun to light a candle on the table before quickly placing it back.

Then, Penny and the crew arrived, each with wild hair due to Syndrome's flying.

"Sorry, we're late." Said Penny.

"Wow!" Billy said. "Your hair looks wild!"

"Yeah." said Penny. "But that's not the only excitement of the night. I just figured it out: Dr. Horrible has created a new hero and we know why."

As the waiter, Pepe Le Pew served them drinks, Penny said, "It all makes sense! She missed getting her butt kicked so he created a new hero to kick it for him."

Billy nearly choked on his drink when he heard the reporter deduce his plans, just right. "Oh, wow." he said in mimicking shock.

"But you know," Screwy said. "Out of all the people in the city, why did that crazy scientist pick Buddy Pine?"

"Right." agreed Penny. "Buddy is the worst person anyone could ever pick."

Billy got a very uneasy look on his face. He thought Buddy was the best choice, but after hearing what Penny just said, he thought how this would affect his plans.

"It just boggles my mind." Xero said.

""Mine too." said Billy. "But you know, we can solve this case as soon as we can. But for now, let me and Penny enjoy each other's company."

"Got it." said Ted as he and the crew scooted away from the couple.

"Here's to Billy." Penny said, making a toast. "For being the only normal thing in my upside-down life."

"Here's...to being normal." Billy said and looked at Penny lovingly.

Unknown to them, Buddy, I mean Syndrome was outside the building and looking sadly at the couple with a broken heart. Knowing that Penny is in love with someone else, he flew away.

"Say you guys," said Billy. "Say, I wasn't normal. Say that I'm...well, someone who wears a labcoat and goggles and I had the most horrible blog online. Besides I'm just saying it as a question, will you still like me?"

"Of course." Penny said. "You don't judge a book by its cover or a person on the outside."

"That's good to hear." Billy said in relief.

"You judge them based on their actions." Penny finished.

"Here, here." the crew said.

Billy was taken back by what they said, "Well, that seems kind of weird, right?"

Penny giggled and moved foreward. Billy did the same and they kissed.

"Awwwww." Bartok, Ted, Audrey, Xero, Mole said while Iago averted his eyes, but then he peeked anyway.

However, Penny's fingers moved the watch and Billy's image faded to show Dr. Horrible kissing Penny instead of 'Billy'.

"Billy, why are you dressed...like...Dr...Frankenstein?" asked Bartok. Then he and the crew realize the truth just by seeign Dr. Horrible instead of Billy kissing Penny.

"OH MY GOSH!" he cries with the others.

Penny opens her eyes and saw Dr. Horrible and pulls herself back in shock. She was kissing the villain!

"What?" Dr. Horrible asked, then he saw himself and gasped. His disguse was gone! "Don't look at me!"

Everyone else in the room turned their heads, but not Penny and the crew who looked on in shock.

"Just a glitch!" said Dr. Horrible. "Don't look yet." He tried to change himself back into Billy, but instead, he turned into Skpper. "Hoover Dam! This is not right." Dr. Horrible/Skipper stammered.

Penny couldn't believe what she was seeing. She has been dating the very villain he was trying to take down the entire time? Then Dr. Horrible changed himself into Kal-El as he said, "Now where were we?"

"You!" Penny splashed water onto him, making him turn back to normal.

"You?!" Audrey said. Xero went to him and slapped him in the face.

"But-" Dr. Horrible tried to explain.

"I'll pay the bill." Bartok said as he went to pay the bill that was coming.

Outside, it started as raining as Penny, Xero, Audrey and the others walked in the rain, feeling brokenhearted and betrayed. The cubes that Dr. Horrible made turned back into the trash once the rain drops fell on them.

Then the invisible car parked in front of them and Dr. Horrible came out. "I can explain!"

"You don't have to!" Ted said as they all turned away from him.

"Penny," Dr. Horrible said. "What about everything you just said? About judging a book by its cover?"

"Oh well, how about we take a look at the facts?" asked Penny. "You destroyed Gizmoduck, you took over the city and then you actually got me to care about you!"

"I felt so mislead." said Iago.

"Why are yo uso evil?" asked Penny to Dr. Horrible. "Tricking me? What could you possibly hope to gain?" The villain looked at Penny with big apologetic eyes and Penny understood what that meant. He has fallen in love with her! "Wait a second...I, I don't believe this! Did you ever think that I will ever be with you?"

"No." said Dr. Horrible sadly. Then he watched Penny and the others leaving so he left as well. Penny looking back sadly and continued walking home in the rain.

End of Chapter 9

Poor Dr. Horrible. Dumped. Can't you at least feel sorry for him. Kinda feels when he was in his own movie. Anyways, the next chapter is where Dr. Horrible finds out that Syndrome has a face-heel turn. Read and Review.

Here is the chapter where Syndrome reveals his true colors.

**Chapter 10: Syndrome Turns Evil**

Dr. Horrible returned to the lair after his brokenhearted date in which Penny dumped him along with her crew.

"Okay, Moist, you were right." he said. "I was...well...less right. I say we should stick to what we do best: being evil. Moist?" then he remembered the shapeshifter had left and he looked around his pictures and realized he still has one thing left: his plan.

He whistled and the Centurions came to him and she said, pointing to a robot, "You! Yes you! Bring out Dracula's Monster!" the robots rushed to the closet where the said outfit was kept and started to fit him in it.

Dr. Horrible's now wore Dracula's Monster, which is an outfit consisting of a black cape, green boots, a brown shirt with green gloves, a black jacket and black pants and on him was make up on his face.

He waves his arms and the Centurions formed walls and limbs as they formed a platform below him in the air.

"Okay, Syndrome." said Dr. Horrible with determination. "It's time for you to go down with style!" he then laughed evilly as the Centurions continued to take shape.

The next morning, Dr. Horrible was stomping around town in a giant hunchbacked robot he was controlling, sending all the citizens into a scared silly frenzy. He stomped into the mayor's office and said, "I hear there's a new hero who dares challenge my greatness!" Dr. Horrible said. "Where is the one they call Syndrome?" He showed off his giant robot as he waited for the superhero to come.

One hour later...

Dr. Horrible sighed as he drummed his fingers.

Two hours later...

He was playing with a car like a toy until he put it in the water. Finally, Dr. Horrible couldn't wait no longer. "This is embarrassing!"

Dr. Horrible stormed his way to Buddy's apartment building as he said, "Out of all the lazy, bone-brained, rude...unprofessional, that's what it is!" he made a giant punch in the wall of Buddy's room and walked in himself. "Would Gizmoduck keep me waiting? No! He was a pro!"

As it turns out, Buddy was playing videogames. "Hey, Dr. H!" he said with a smile. "You're actually someone I wanted to see. And I do have a door, you know?"

"Do you have any idea how long I waited?" asked Dr. Horrible as he stood in front of the screen.

"Oh, was that today?" said Buddy, sarcastically, "Oh well. Move over!"

"Were you even planning on showing up?" the villain said and then he saw a sight that surprised him: Buddy had tons of money, devices and other valuables. "Where did you get all this stuff?"

"It doesn't belong to me." whispered Buddy.

"You stole it!" said Dr. Horrible in shock.

"Isn't that cool?" asked Buddy.

"No, no, no, no, no, no! You're the hero!" protested Dr. Horrible. This wasn't supposed to happen.

"Well, being the hero is for losers." said Buddy. "It's work, work, work all day and all night and for what? I only took the gig to get the girl and it turns out Penny doesn't want anything to do with me." he took the magazine from a few chapters ago and zapped it into ashes, leaving Dr. Horrible dumbfounded.

"Penny?" asked Dr. Horrible.

"Yes, Penny!" said Buddy. "I saw her having dinner and making googly eyes at a laundry patron."

"Ohhh!" Dr. Horrible realized that Buddy has seen them and knew this isn't good.

"Well, who needs all of that noise?" said Buddy. "That's why I think we should team up!"

"Team up?" Dr. Horrible said in disbelief.

"With my power and your brains we could rule the city!" said Buddy. He then showed him a drawing of them in cool costumes, "You'd be the brain so you'd get a little brain wearing glasses on your costume or something. And since I'm the cool one, I'd have, like two tanks sword fighting..."

Then he got really ticked off and said, "I can't believe you. All of your gifts, all your powers and you.. you're using them for your own personal gain."

"Yes!" Buddy said happily.

"No!" exclaimed Dr. Horrible. "I'm the bad guy, you're the good guy! I do something bad, you come and get me! That's the way I created you!"

"Yeah right, you're nuts!" said Buddy. "Besides, Space Dad told me-"

"Well, I'm your Space Dad!" Dr. Horrible said. He used his watch and transformed into Kal-EL. "You should be more like Gizmoduck!"

"What? You tricked me?" Buddy was shocked.

"Oh, there's more." Dr. Horrible said, turning back to normal before he used his watch again and turned into Billy, "I'm also the laundry patron dating Penny!"

"No!" Buddy said.

Dr. Horrible turned back to normal and said, "And we were smooching up a storm!" he made kissy noises making Buddy fill up with rage! This is where the fighting starts.

"And the hero strikes the first blow! But evil returns with a back hand!" said Dr. Horrible as he uses his robot battle suit to hit Buddy sending him far to the street, almost burying him in it. Dr. Horrible laughed. Buddy wasn't through. He flew back to finish him off, but he didn't notice that Dr. Horrible hid by a wall with an ad on it.

A painter saw this and screamed, but Dr. Horrible shushed him and cackled quietly while he tiptoed away.

"Come out, you little freak! I wanna see what that big brain of yours looks like on the pavement!" Buddy said.

Unknown to him, a tap was tapped on his head. He looked up and saw that Dr. Horrible still inside his battle suit was there. Then Dr. Horrible punched him so hard that Buddy ended up sticking his head through the wall, just as a couple Ty Archer and Riely Daring were having Chinese food. Buddy in anger flew back as Ty and Riely watched.

"Uh, maybe we should've went to the restaurant." Riely said. Ty nodded in agreement.

Dr. Horrible continued running and laughing, "You fell for the oldest trick in the book!" He ran one way while Buddy went the other way still trying to catch an eye on him.

"Where are you, you little twerp?" said Buddy. Then Buddy saw him and flew to his direction and BAM! Dr. Horrible used a lamppost for a sword. Suddenly, Buddy took it and flung him across the road before grabbing a lamppost of his own and they started to 'fence'.

As they battled, Dr. Horrible was unaware that Buddy's anger was growling, the more they battled through the city. He was just so happy to be in a superfight again.

"This is for stealing my girlfriend!" Syndrome said as he sent Dr. Horrible in his battlesuit flying. He flew up and said, "This is for Space Dad for making a fool out of me!" he then pinned the villan all the way down to the ground before he punched the glass and grabbed Dr. Horrible, "And Dr. Horrible, this is for Space Pet! YOU LIED TO HIM!"

"Nice, I thought that battle went really well." said Dr. Horrible. "I do have a few notes."

"Notes?" Buddy/Syndrome asked.

"But they can wait. You can take me to jail now." said Dr. Horrible.

"Oh no, no, no. I was thinking more like the morgue. YOU'RE DEAD!" shouted Syndrome before he used his electric like powers.

"Whoa, whoa, whoa. That's not how you play the game!" Dr. Horrible said.

"Game over." said Syndrome.

Dr. Horrible saw the eject button which you should never push. Before Syndrome could do anything, Dr. Horrible got sucked up and then spat out of the robot through the other way before flying through the air, screaming.

"Centrions!" screamed Dr. Horrible.

Then the Centrions came and carried Dr. Horrible through couple of roads and he flew away with a very ticked off Buddy after him. Then the villain saw that Buddy was catching up to him and spoke to them, "Centrions. The field safe." Before Buddy could punch Dr. Horrible, a glass safe fell on him.

"Aha!" said Dr. Horrible happily. "Guess what, dope? It's made from glass. The same thing used to defeat-" suddenly, Syndrome's fist bursted out of the hatch and Dr. Horrible got away. "...Gizmoduck?"

"You," Syndrome said as he broke the hatch, "Should stop comparing me to Gizmoduck!"

Dr. Horrible didn't know what to do except escape. Just as Syndrome used his powers to lift up the glass and toss it, but Dr. Horrible escaped just in time.

Everyone else was cheering, but Syndrome was mad, "You can run, but you can't hide!"

"We're saved!" said the Mayor happily. "We're saved! What's your name, new hero?"

"It's Syndrome." said Syndrome.

"Syndrome has freed us!" said the Mayor.

"Oh, I wouldn't say free." said Syndrome. "More like...under new management." Then he flicked the mayor away as the crowd gasped in shock. This was no superhero! It was a supervillain!

End of Chapter 10

Oh no! Syndrome's now the bad guy! The next chapter is where they find the shocking truth. You'll find out, but for now. Read and Review.

Here is the chapter where Dr. Horrible, Penny and the crew discover something they'll never forget.

**Chapter 11: The Shocking Truth**

_Ding-dong._

Penny, Xero, Mole and Audrey's apartment doorbell rang as the little window on the door showed Dr. Evil looking desperate. Penny held back the door as Dr. Horrilbe tried to get in. "What do you want?" she asked.

"Syndrome's turned evil." said Dr. Horrible.

"Congratulations," said Penny sarcastically. "Another one of your plans backfired. And why did our doorman let you up?" Dr. Horrible handed them a small blue cube.

"Marcus." Xero gasped. Penny glared at him and pushed on the door.

"No, wait, Penny, Xero, Audrey, Muskrat!" Dr. Horrible begged. "I need your help."

"It's Mole." Mole said, uneasy. "And why would you need our help?"

Dr. Horrible sighed, "Because you're the smartest people I know."

"Should we let him in?" Audrey asked Penny.

Penny sighed and opened the door, unlocking it, "You can't stay here."

"The glass didn't work." said Dr. Horrible. "Why didn't the glass work?"

"Glass?" Penny asked. "You're not making any sense at all."

"Look, if we don't find out Syndrome's weakness, he'll destroy the entire city." said Dr. Horrible as he looked out into the city.

"What can we do?" asked Penny.

"We have to think of a plan." said Dr. Horrible. "You knew Gizmoduck the best, Penny. Did he have a hideout? A cave? A solitary fortress? Anything?"

"Well, there's only one place." said Mole.

"They say it's so secret that if you mess with it, Gizmoduck will come out and kick your butt." said Xero.

"Yeah." Audrey agreed. "I'll call Ted, Screwy, Bartok and Iago."

"You do that." Dr. Horrible said.

The newsvan with Penny, Audrey, Xero, Mole, the crew and Dr. Horrible drove out of sight of the city and down a drift word.

"I don't get it." said Iago. "If you gave Syndrome all those powers, then why can't you just take them away?"

"Because Iago, I can't." said Dr. Horrible. "I left my defuser gun in the invisble car...the night you dumped me...alone...in the rain...did you ever look back?"

"No!" Penny said as she slammed on the brakes, sending Dr. Horrible's head right smack into the window.

"Ah! My nice head!" he said.

"Oops." Penny said. "Well, I guess we're here."

Everyone left the van and Dr. Horrible saw a sight that made him amazed: It was the little red school house he used to go to when he was younger! "So there is where he hid it." he said. "After all these years, my old schoolhouse."

"What was your real name?" asked Bartok as they walked down the hall.

"Billy." said Dr. Horrible.

"Like that boring museum guy." said Xero.

"I think there's an apology in order here." Penny said.

"That would be nice." said Dr. Horrible as he ran to the door. "But make it quick."

"She meant you." said Ted. They all went in and Dr. Horrible was amazed by at the awards, pictures, magazine covers, and even a silver cape with purple fur on the collar.

"Wow. He kept all of this?" asked Dr. Horrible. "I never knew he cared."Then he saw the cape. "Oh, I remember when he wore that."

"Stay focused." Screwy said as the crew looked around for a clue.

"Right, right." the distracted villain said. Then Penny found something and said, "Take a look at this.

"What is it?" Dr. Horrible said, wearing the cape. "What did you find?"

Penny looked at the villain wearing the cape and said, "Look." he pointed to a glass of water with ice inside.

"So?" Mole said. "It's a glass of water and ice."

"And I thought Gizmoduck's weakness is glass." said Ted.

"Don't you think it's a bit weird that the ice in the glass hasn't melted yet?" Penny asked.

"One of life's great mysteries." said Dr. Horrible.

Then they heard a creak behind them, they turned and came face to face with...

"Hi." said Fenton.

"_**AAAAAAAAAAAAAAAAAAAAHHHHHHHH HHH!"**_ Dr. Horrible, Penny, Ted, Audrey, Xero, Mole, Bartok, Iago and Screwy screamed. Gizmoduck was alive!

"Syndrome, thought to be the city's new hero, is now destroying the city with mass destruction." a newsreporter said on TV. Moist was in a small room watching TV with a sad look on his face. "If only Gizmoduck was still alive."

"You're alive?" asked Penny.

"You're alive." gasped Dr. Horrible.

"I'm alive." Fenton said sheepishly.

"But-but-but we saw your skeleton." Audrey said. "You were dead!"

"Are you a ghost?" asked Dr. Horrible as he pulled Fenton's cheeks.

"There'd better be a powerful explanation for this!" Penny said.

Fenton looked at the very confused crowd and said, "Okay, okay, you all deserve the truth. It all started back at the observatory..."

Flashback...

Fenton, as Gizmoduck was at the observatory before it was destroyed and everything was in slow-mo. _"Penny, Audrey, Xero, Mole and the others were captured and I was gonna stop you, but my head wasn't in the game that day. So I used my superspeed to clear my head." _Now the world was standing still as Fenton looked around the evil lair._ "Then I realized this: we had done the same silly charade our entire lives. I've tried to get my mind off of how I was feeling, but I just felt stuck. And I began to realize, despite all my powers, each and every citizen of Cartoon City had something I didn't: a choice. Ever since I can remember I've always had to be what this city wanted me to be. What about what I wanted to do? Then it suddenly hit me, I do have a choice! I can be whatever I want to be. No one said that this hero thing had to be a lifetime gig. You can't just quick either. That's when I got the brilliant idea to fake my death."_

"Glass...drains my powers!" Gizmoduck said, and while Dr. Horrible didn't notice, he laughed to himself.

"Once your death ray hit, I never felt so alive. I borrowed a prop from a hospital and Gizmoduck was dead..."

End Flashback...

"...and Fenton the Rocker was born!" Fenton finished.

"Fenton the Rocker?" asked Penny.

"Yeah, that way I could keep my colors." said Fenton.

"What?" The group asked.

"Check his out." He took out a guitar and began singing terribly.

Fenton:_** I have eyes, that can see right through lead**_

"Aah! Make him stop!" Mole said, covering his ears.

"That was horrible!" said Penny.

"Granted, you have talent, but there's a mad man out there destroying our...your city!" Dr. Horrible said.

Then Penny started piling Fenton with stuff as his crew only did no avail to harm him.

"I can't believe you!" Penny said. "How could you do this to us?"

"The people relied on you and you just deserted them!" Audrey said.

"We had to mourn on TV for you!" Xero said.

"And what's worst is...you left us in the hands of HIM!" Screwy said, pointing to Dr. Horrible. "No offense."

"No, Screwball, I'm with you." said Dr. Horrible, calling Screwy by his full name.

"I'm sorry, but I'm done." said Fenton as he faced Dr. Horrible, "Look Bill, every Yin always has a Yang. It took me long to find my real calling, now, you have to find yours"

That left Dr. Horrible speechless. Gizmoduck retired and now there's no superhero left to save the day. What would he do?

End of Chapter 11

The next chapter is where after Dr. Horrible goes back to jail, Penny and the others get captured and the good news is that someone's gonna bust Dr. Horrible from jail. Read and Review.

Here is the part where things will go from bad, to worse.

* * *

**Chapter 12: From Bad to Worse for Everyone**

Dr. Horrible, Penny, Ted, Audrey, Xero, Mole, Screwy, Iago and Bartok left the schoolhouse. Fenton has retired from her supergig and now he was leaving Dr. Horrible to choose what to do.

"Who needs him?" Ted said.

"You said it. We can beat Syndrome ourselves." Xero said. "I say we go to the lair, grab some ray guns, hold them sideways and go all gangsta on him."

"We can't." said Dr. Horrible as he walked away.

"So that's it. You're just giving up?" asked Penny.

Dr. Horrible turned to them, "I'm the bad guy. I don't save the day, I don't fly off into the sunset and I don't get the girl. I'm going home."

With that, he walked away while Penny and the others looked baffled and sad. Now what do they do?

Dr. Horrible hopped off the bus to jail and walked up to the police men who handcuffed hiim and took him back to his cell.

Meanwhile, Penny drove around the city in the newsvan with Audrey, Xero and the others.

Bartok joined Penny as he perched at the front seat. "So what's the plan?"

"We'll find Syndrome and try to talk our way out of this madness." Penny said.

"And what happens if this plan doesn't work?" the bat asked.

"Then we're in deep trouble." said Penny.

"If that happens, can we stay in the van?" asked Mole.

Syndrome was in the middle of spelling out his supername with his lazer from his fingertips until the carnage in front of him made the words "SYNDROMEVILLE". Syndrome smiled evilly, but that faded when he heard Penny call his real name, "Buddy! Buddy!"

Buddy/Syndrome lands on the ground and walks to the girl, "Let me guess after seeing how wonderful I truly am, you've finally come to your senses. Guess what? I'm over you!"

"One, I was never gonna have you as a boyfriend anyway and two, my crew and I come to stop you." said Penny.

"Stop me?" Syndrome laughed. "What are you gonna do? Report me to death?"

"We've worked together before. I know you." said Penny.

"You don't know me! You never knew me!" Syndrome proclaimed. "The only time we've ever been together in public is when I'm destroying the city!"

In the van, Penny's sisters and friends, peeked from the door with a scared look on their faces, knowing that this isn't gonna end well.

"I wanna talk to the real Buddy." Penny said. "The one who likes Mr. Incredible, parties, eating dip and being a nerd and a cameraman and not being the scary-"

"Too late!" Syndrome said. Penny knew this wasn't good and as the new villain looked at her crew.

Screwy nervously laughed, "Uh, just rehearsing for a play?"

* * *

Back in his cell, Dr. Horrible was flipping channel after channel when he saw Syndrome on the TV.

"Dr. Horrible!" he said, "You and I have a score to settle. Meet me at Cartoon City Tower and just so you don't get cold feet..." Syndrome turned the camera to the tower and it showed Penny, Xero, Mole, Ted, Audrey, Bartok, Screwy and Iago tied up to the antennae.

Ted laughed, "You know, this is all a big mistake and-how about we forget this ever happened okay?"

"Penny? Guys?" Dr. Horrible gasped.

"Come on, Penny." said Syndrome.

"Dr. Horrible, I don't even know if you're listening. But if you are, you can't give up. The real Dr. Horrible I knew would never run from a fight, even when he knew he had absolutely no chance of winning. It was your best quality. You need to be that guy right now. The city needs you, my sisters needs you, the crew needs you...I need you." Penny said.

"Penny!" Dr. Horrible said.

"You have one hour. Don't keep me waiting." Syndrome said.

Then the TV went static. Dr. Horrible ran to the door of his cell and banged it so hard as he could. "Skipper! Skipper, let me out! Syndrome has to be stopped!"

Skipper walked up to Dr. Horrible, standing on stilts and said, "Sorry, Dr. H, you have an 88 life sentences to go."

After a while, Dr. Horrible said, "Do you want me to say it? I'll say it, here it is from the very blackiest part of my heart: I...AM...SORRY!" As he said "sorry", he pressed his face to the window and let his face slip.

Skipper wasn't moved a bit, "Not buying it."

"I don't blame you." said Dr. Horrible sadly. "I threatened the city countless times, created a hero who turns out to be a villain, I lied to Penny, her sisters and their friends. My best friend Moist and I treated him like dirt. Please, but don't make the city, make Penny and the others pay for my wrongdoings."

"Apology accepted." said Skipper.

The penguin opened the door! "Apology accepted!" Then he turned on a familiar watch on his arms and revealed himself to be...

"Moist!" Dr. Horrible smiled. "Oh, you fantastic shapeshifter, you!" The villain says as they walk off.

The real Skipper tied up on his chair said, "Good luck guys!"

* * *

End of Chapter 12

The next chapter where Dr. Horrible and Syndrome have one final battle while saving Penny and the others. Read and Review.

Here is the chapter where it's Dr. Horrible vs. Syndrome.

* * *

**Chapter 13: Dr. Horrible Saves the Day**

An hour later, Syndrome held the camera and boasted to the terrified city's remaining population, "Hey there, Cartoon Losers. As you all know, this is Cartoon City Tower. They say it's suppost to be a reminder of our city's pride. But for me, it's a reminder of the day this woman feriously ripped my heart!" He turned the camera to the eight captives as he added, "And I hate reminders."

Then he destroyed the middle part of the tower while the city could only watch. He was gonna kill Penny for 'dumping' him.

"Mommy!" Screwy, Bartok and Iago screamed.

"Ted, since we're gonna die, I just wanna say I love you. Thank you for planting that tree for me." Audrey said.

"I love you too, Audrey." Ted said.

"If this wasn't happening to me, I'd rather die from a battle with Baron Vein." said Xero.

Then Syndrome appeared to them and Penny said, "Buddy, you've gone crazy! You can't do this! I know there's some good in you!"

"That's the thing with you, Penny!" said Syndrome. "You see good in everything even though it's not there. You're living a fantasy. There is no Easter Bunny, there is no Tooth Fairy, and there's no Queen of England."

"Actually there is a Queen of England, stupid." said Screwy.

"Who cares and none of your buisness, squirrel." Syndrome said. "Penny, this is the real world, and you just need to wake up!"

Just then, Xero noticed something and smirked, "Actually, I think it's you who has to wake up!"

"What?" Syndrome asked.

Suddenly, the song "Brand New Day"(instrumental version) started playing and a giant flying robot arose from grey mist as a familiar voice called out, "You dare challenge Dr. Horrible?"

"This town isn't big enough for two supervillains." said Syndrome while Penny and the others smiled.

"Dr. Horrible!" Iago said. "He's back!"

"Oh, you're a villain alright, just not a super one." said Dr. Horrible as his face(made from the robot) appeared from the robot.

"Oh yeah? What's the difference?" asked Syndrome.

Then the face stuck out its tongue and the real Dr. Horrible emerged from it, "Presentation!"

Syndrome roared and zoomed at the villain, but he missed and was caught in the mouth of the robot. The tower gave way and fell with Penny and the crew screaming. Dr. Horrible flew to them on a cyber scooter and used a lazer to cut the ropes.

"I knew you came back." Penny told Dr. Horrible as she came close to him.

"Well that makes one of us." said Dr. Horrible.

"Now get us out of this mess!" said Ted. Dr. Horrible grabbed them and they went onto the cyber scooter and zoomed off.

However, the robot holding Syndrome exploded and Syndrome saw them flying away in super fast speed. Angry, he grabbed the falling tower and aimed it at them.

Penny saw the tower and said, "What's the plan?"

"Well, it mostly involves not dying." said Dr. Horrible.

"That's a good plan. I like that plan." Mole said. Then Syndrome tossed the tower and then Iago screamed, "Look out!"

The tower crash landed a few feet from the gang and they screamed as the tower came closer and closer to them.

"Do something!" Audrey screamed. "I don't wanna get smashed by a tower!"

"We're losing flying power!" said Dr. Horrible as the Centurions started to die down. Whent hey flew over more robots, Dr. Horrible tossed Penny, Screwy, Xero, Mole, Ted and Audrey onto the robots and they rolled onto the ground without getting hurt while Bartok and Iago flew using their wings. They were safe, but Dr. Horrible wasn't so lucky when he fell and the tower came closer...

When the dust cleared, Penny and the others saw ...and let's just say he wasn't okay. And that I mean, the tower's tip was pinning him.

"Dr. Horrible!" Penny gasped and she ran to him.

Suddenly, Syndrome arrived and said, "That was easy, now for you." He tossed a bus at the girl and she shield herself. Suddenly, the bus split in two passed by Penny without her being harmed whatsoever. Penny saw who rescued her...Gizmoduck!

"Please let's have a little respect for public transportation." he said.

"You came back." Penny said.

"You were right, Penny. I never should have left." said Gizmoduck.

"Uh, I thought you were dead." said Syndrome.

"My death was a misunderstanding." said Gizmoduck. "So you're the punk I've heard about." Terrifed, Syndrome flew off and Gizmoduck followed.

Penny ran to Dr. Horrible's side with her sisters and friends as the scientist coughed. "I'm sorry. I did the best I could do."

"I'm so proud of you." said Penny.

Just then Dr. Horrible used his watch and turned back into Moist in his human form.

"Moist?" asked Penny and the crew.

"Surprise!" he pointed up and said, "He's the real hero."

As they watched Syndrome and Gizmoduck fly by, Penny and the crew realized who Gizmoduck savign them really was. "Dr. Horrible."

* * *

Dr. Horrible(as Gizmoduck) zoomed next to the petrified supervillain and said, "Going somewhere? Besides jail?"

Syndrome screamed and flew away, but no matter where he went, Gizmoduck was there.

Finally, Gizmoduck grabbbed hold of Syndrome as he begged, "Not my face! I'll do anything! Anything!"

"If you know what's good for you." Gizmoduck said, "You'll stay out of Cartoonity."

"Okay." Syndrome said.

"For good." the hero demanded as he shoved the villain away and he zoomed away in fear.

Gizmoduck hovered in front of Penny and the crew while the citizens cheered.

"You can take off that disguise now." said Ted.

Gizmoduck handed over his hand which had the watch and Penny turned it off, showing everyone that 'Gizmoduck' was really Dr. Horrible. That surly surprised everyone. However, the moment was gone when Syndrome came back.

"Nice try, but there is only one person I know who calls this place Cartoonity." he said.

"Uh-oh." said Dr. Horrible.

Then he tried punching the villain, but he endedup hurting his fist. "Ow!" he cried in pain. Then Syndrome tried to pumble Dr. Horrible with random things while he dodged them and Penny saw something strange next to a corner and realized what it was.

"The invisible car." then she yelled, "Hey! Remember that night that I dumped you?"

"You're bringing it up now?" asked Dr. Horrible in confusion. "You could have picked a less crazy day!"

"Well, I did look back!" said Penny.

"You did?" asked Dr. Horrible in shocked.

"Yeah You have to look back right now." said Penny.

Dr. Horrible looked up and saw his car. "Oh, I get it." he said. He tried to run his way to the car, but Syndrome tackled him.

"This is the last time anyone makes a fool out of me!" he said.

"You're lying I know. I made you a hero. You did the fool thing all by yourself." Dr. Horrible sad. Syndrome hit him in the face to a wall, which was luckily in front of the invisible car.

"You're so lame! No matter which side you're on, you'll always be the loser." said Syndrome.

"There's something good about being a loser." said Dr. Horrible. "You learn from your mistakes."

Dr. Horrible leapt into his invisible car and grabbed his gun...only to discover that the gun wasn't done charging. "Oh, you've got to be kidding me!" he exclaimed. "Moist, if I live, I will kill you." Then Syndrome smashed his fist through the door Dr. Horrible was next to and ripped it off the car. The invisiblily wore off on the broken door and the villain saw Dr. Horrible who sheepishly alocked the door.

"Have a nice flight!" said Dr. Horrible as he tossed the car door and a screaming Dr. Horrible into the air.

"Dr. Horrible!" Penny and her friends yelled.

Syndrome saw them and hovered to them as Bartok said, "Don't just sit there like a footstool! RUN!"

* * *

"_So this is how it ends?"_ asked Dr. Horrible as we see him falling, just like in chapter one. _"Normally, I'd chalk this up as my latest blunder"_ then he saw where he was going to land and smiled, _"But not today!"_ He took out his gun and set it to dehydrate...

* * *

Down at the fountain, Penny and his crew were cornered by Syndrome. "Say goodnight, Penny." he said.

"Can we talk this over?" asked Mole.

Suddenly, a blue cube alnded in the water along with the dehydration gun and the cube changedback into Dr. Horrible just as the Defuser gun landed in his arms. "Ollo." he said. Syndrome was surprise before he could even react, Dr. Horrible shoved the gun up his nose and used his gun to drain everyone of his superpowers out of Syndrome's body, turning him back into normal Buddy.

Before he tried to get up again, Screwy hit him with a mallet, knocking him out. "Too bad. Hardly missed him." Screwy laughed his traditional laugh as he high-fived with Dr. Horrible.

Dr. Horrible asked the dazed Buddy, "You know the thing about bad guys? They always lose!"

* * *

End of Chapter 13

The next chapter is the final chapter where Dr. Horrible becomes a hero officially and a few suprises. Read and Review.

Here is the final chapter.

* * *

**Chapter 14: Dr. Horrible the Hero**

Where we last left off...

"You came back." said Penny.

"Well, I finally had a real reason to win." the scientist said. Then they all heard a coughing sound.

"Moist!" Dr. Horrible gasped. He, Penny, Screwy, Iago, Bartok, Ted, Audrey, Mole and Xero went over to the man and saw him, head on the ground and like he was unconcious.

"I think everything's getting dark. I can't see." said the shapeshifter. "I can't see, it's cold and warm and dark and light."

"It's me, Moist." Dr. Horrible said. "I'm right here."

"We've had a lot of adventures together, you and I." said Moist.

"We have, Moist."

"(cough) Oh...i mean most of them ended in horrible failiure,but we won today. Didn't we, sir?"

"Yes, Moist. We did it. Thanks to you."

"Code: We're the Good Guys Now."

"Code: I guess we are."

Moist smiled and then started gasping, "Oh, I think I'm going!" Then he became still. Penny and the crew looked on in sadness while Dr. Horrible put him in the fountain. Then Moist popped up turned into a fish and said, "It's okay. I just needed some water and a swim."

"You're such a drama queen." said Dr. Horrible.

He turned to Penny and the crew and said, "He had you, didn't he? Don't give me that smile, he reels you in with that smile, look at it."

"We did it!" cheered Moist happily.

"Fist pump." Dr. Horrible said.

"Hooray!" Audrey, Xero and the others chered. Then Dr. Horrible and Penny hugged.

The citzens gathered around them and Dr. Horrible drew out his gun, "Back, mindless savages!" he shouted.

"Sorry." Penny said. "He's not used to positive feedback!"

* * *

As the Centurions fixed the tower, Dr. Horrible narrated, _"Funny, I guess destiny is not the path given to us, but the path we choose for ourselves."_

At the newly built museum, Dr. Horrible emerged from a robot and said, "Everybody put your hands in the air!" Everyone put their hands in the air. "Now empty your wallets." He ordered, making everyone confused, "Just kidding!"

"And boy, do I have to say, being good has its perks." Dr. Horrible narrated as Penny embraced her boyfriend and put Gizmoduck's cape on him.

"You know, I think you look good in silver." said Penny.

"Dr. Horrible," The mayor said, "If you please-aaaah!" he screamed when Dr. Horrible pointed his gun at him, but he fired at the green ribion instead which made the curtain fall off revealing a statue of Dr. Horrible and Moist.

Then Xero saw a boy named Truman X and smiled. He smiled at her back. Mole turned into a mike and she and the crew started singing as everybody danced.

* * *

In the crowd, Homer and Bart were watching when a person in a long trenchcoat blocked their view.

"Hey!" said Homer. "My boy can't see." the person turned to show himself as Fenton.

"Sorry." he said and then he turned back saying, "Well done, my friend. I knew you could do it."

"Ladies and Gentlemen, Dr. Horrible! Defendr of Cartoon City!" the Mayor told the crowd.

_"You know, I like the sound of that."_ narrated Dr. Horrible.

"Hit it, everyone!" Dr. Horrible said as Moist flipped the switch and soon, he, Penny, the Centurions and the crew started dancing as the crew sang.

Everyone: _**I'm bad**_

_**I'm bad, come on**_

_**You know I'm bad, I'm bad**_

_**You know I'm bad, I'm bad**_

_**And the whole world has to answer right now**_

_**To tell you once again**_

_**Who's bad?**_

* * *

In the ex-villain's jail, Skipper and the guards bobbed to the music as inside the cell where Dr. Horrible is, Buddy is also dancing, "I'm bad! I'm bad! That's right! Yeah."

* * *

Back at the party, Penny danced over her boyfriend and they shared their first real super kiss.

* * *

A few hours later in the lair, Moist is doing the laundry when out of the washer came Billy(The boring museam real Billy).

"Sir, you have got to empty your pockets more often." he said.

"This is the worst day of my entire life." Billy groaned.

"No worries." Moist chuckled. He picked up the Forget-Me Stick and hit him with it making it go black.

**The End**

* * *

Well, I'm finished at last. Well, read and review and as Porky Pig of Looney Tunes would say, "Th-Th-Th-Th-That's all folks!"


	15. Chapter 14: Dr Horrible the Hero

Here is the final chapter.

* * *

**Chapter 14: Dr. Horrible the Hero**

Where we last left off...

"You came back." said Penny.

"Well, I finally had a real reason to win." the scientist said. Then they all heard a coughing sound.

"Moist!" Dr. Horrible gasped. He, Penny, Screwy, Iago, Bartok, Ted, Audrey, Mole and Xero went over to the man and saw him, head on the ground and like he was unconcious.

"I think everything's getting dark. I can't see." said the shapeshifter. "I can't see, it's cold and warm and dark and light."

"It's me, Moist." Dr. Horrible said. "I'm right here."

"We've had a lot of adventures together, you and I." said Moist.

"We have, Moist."

"(cough) Oh...i mean most of them ended in horrible failiure,but we won today. Didn't we, sir?"

"Yes, Moist. We did it. Thanks to you."

"Code: We're the Good Guys Now."

"Code: I guess we are."

Moist smiled and then started gasping, "Oh, I think I'm going!" Then he became still. Penny and the crew looked on in sadness while Dr. Horrible put him in the fountain. Then Moist popped up turned into a fish and said, "It's okay. I just needed some water and a swim."

"You're such a drama queen." said Dr. Horrible.

He turned to Penny and the crew and said, "He had you, didn't he? Don't give me that smile, he reels you in with that smile, look at it."

"We did it!" cheered Moist happily.

"Fist pump." Dr. Horrible said.

"Hooray!" Audrey, Xero and the others chered. Then Dr. Horrible and Penny hugged.

The citzens gathered around them and Dr. Horrible drew out his gun, "Back, mindless savages!" he shouted.

"Sorry." Penny said. "He's not used to positive feedback!"

* * *

As the Centurions fixed the tower, Dr. Horrible narrated, _"Funny, I guess destiny is not the path given to us, but the path we choose for ourselves."_

At the newly built museum, Dr. Horrible emerged from a robot and said, "Everybody put your hands in the air!" Everyone put their hands in the air. "Now empty your wallets." He ordered, making everyone confused, "Just kidding!"

"And boy, do I have to say, being good has its perks." Dr. Horrible narrated as Penny embraced her boyfriend and put Gizmoduck's cape on him.

"You know, I think you look good in silver." said Penny.

"Dr. Horrible," The mayor said, "If you please-aaaah!" he screamed when Dr. Horrible pointed his gun at him, but he fired at the green ribion instead which made the curtain fall off revealing a statue of Dr. Horrible and Moist.

Then Xero saw a boy named Truman X and smiled. He smiled at her back. Mole turned into a mike and she and the crew started singing as everybody danced.

* * *

In the crowd, Homer and Bart were watching when a person in a long trenchcoat blocked their view.

"Hey!" said Homer. "My boy can't see." the person turned to show himself as Fenton.

"Sorry." he said and then he turned back saying, "Well done, my friend. I knew you could do it."

"Ladies and Gentlemen, Dr. Horrible! Defendr of Cartoon City!" the Mayor told the crowd.

_"You know, I like the sound of that."_ narrated Dr. Horrible.

"Hit it, everyone!" Dr. Horrible said as Moist flipped the switch and soon, he, Penny, the Centurions and the crew started dancing as the crew sang.

Everyone: _**I'm bad**_

_**I'm bad, come on**_

_**You know I'm bad, I'm bad**_

_**You know I'm bad, I'm bad**_

_**And the whole world has to answer right now**_

_**To tell you once again**_

_**Who's bad?**_

* * *

In the ex-villain's jail, Skipper and the guards bobbed to the music as inside the cell where Dr. Horrible is, Buddy is also dancing, "I'm bad! I'm bad! That's right! Yeah."

* * *

Back at the party, Penny danced over her boyfriend and they shared their first real super kiss.

* * *

A few hours later in the lair, Moist is doing the laundry when out of the washer came Billy(The boring museam real Billy).

"Sir, you have got to empty your pockets more often." he said.

"This is the worst day of my entire life." Billy groaned.

"No worries." Moist chuckled. He picked up the Forget-Me Stick and hit him with it making it go black.

**The End**

* * *

Well, I'm finished at last. Well, read and review and as Porky Pig of Looney Tunes would say, "Th-Th-Th-Th-That's all folks!"


End file.
